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Can an LLP setup the US subsidiary?

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Hi All,

The question, actually, in the subject - Can an LLP setup the US subsidiary?

Thanks in advance

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By David Ex
10th Nov 2021 15:10

If that’s the only information available to you, as the professional adviser, I’d err on the side of caution and say no.

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Replying to David Ex:
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By Anon 123
10th Nov 2021 16:24

Thank you, David Ex!

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By Leywood
10th Nov 2021 15:16

Irina Rovinskaya wrote:

Hi All,

The question, actually, in the subject - Can an LLP setup the US subsidiary?

Thanks in advance

'The' subsidiary?

What does your Accountant suggest?

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Replying to Leywood:
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By Anon 123
10th Nov 2021 16:22

Oh, sorry, "a" subsidiary. We haven't consulted an accountant yet, thanks for the idea!

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By Tax Dragon
10th Nov 2021 15:18

Anon 123 wrote:

The question, actually, in the subject.

Is it? If so, I for one don't know what you are asking. Are you speaking on behalf of an LLP advisor with a corporate client wanting a US sub?

Whatever...

"Can" => legal
Legal => wrong forum

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Replying to Tax Dragon:
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By Anon 123
10th Nov 2021 16:20

Thank you, TaxDragon!

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By paul.benny
10th Nov 2021 16:02

Lots of 'it depends' and lots of assumptions necessary to begin to answer.

I'm assuming that you are asking about a UK LLP setting up a US limited company. But I suppose the subsid could be a local LLP. Or even some other legal form.

In USA, company registration is essentially a state-level competence, so the answer may depend on the state you choose.

Which state you should choose? That's another question and one that wasn't asked.

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Replying to paul.benny:
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By Tax Dragon
10th Nov 2021 16:11

paul.benny wrote:

Lots of 'it depends' and lots of assumptions necessary to begin to answer.

Or information.

And, as David has pointed out on other threads, we shouldn't really have to guess what the question is. (Not that I can even guess at a question here that is suitable for ['answering' in] this forum.)

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Replying to paul.benny:
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By Anon 123
10th Nov 2021 16:20

Thank you for your reply, Paul.
Your guess is absolutely correct. My question was, rather, is LLP legally entitled to form a subsidiary?

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Replying to Anon 123:
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By paul.benny
10th Nov 2021 16:46

As far as I know, there is no UK legislation that would prevent a UK LLP from forming or owning a subsidiary. However the constitution of the LLP may impose restrictions.

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Replying to paul.benny:
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By Anon 123
11th Nov 2021 08:13

Thank you, Paul. Your answers are really helpful!

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By Paul Crowley
10th Nov 2021 16:34

No idea
But it definitely can own shares

Subsidiary as used on this forum usually refers to companies with shares owning other companies with shares

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Replying to Paul Crowley:
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By Tax Dragon
10th Nov 2021 16:50

Ah, so does s1159(4) CA 2006 provide the answer?

Maybe this was the right forum after all? Except I think it's the US (or a state therein) that is probably the relevant jurisdiction here. (Though I still don't know what's being asked.)

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