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Reporting Requirements for Scottish Limited Partnerships

July 2, 2020

The financial and reporting requirements for Scottish Limited Partnerships (SLPs) vary depending on whether the company is a micro-entity, or a small, medium or large entity. Micro-entities and small companies benefit from less burdensome requirements.

In order to qualify as a small entity, the SLP must meet at least two of the following conditions:

  1. Annual turnover should not surpass GBP £10.2 million.
  2. Balance sheet total should not surpass GBP £5.1 million.
  3. Office capacity should not exceed 50 employees.

Scottish Limited Companies have certain reporting requirements. Namely, to prepare an annual report and a statement of accounts which includes:

  1. Audited balance sheet.
  2. Profit and loss account, including any notes to the accounts for that financial year.
  3. A Directors’ report that must detail the following:
  • The names of all directors listed during the financial year.
  • Amounts of any dividend recommended by Directors. (not applicable for small or micro-entities).
  • Disclosure of any “qualifying indemnity provision” to the benefit of any Director.
  • Unless the company is exempt from audit, a statement by the directors giving guarantees about the information provided to the auditors; and
  • Certain other disclosures as required by the Companies Act 2006, which depend on the company’s size and whether or not it is quoted.
  1. Strategic report (not applicable for small or micro-entities). The objective of this report is to inform members and help them assess how the directors have performed their statutory duty in order to promote the success of the company.
  2. SLPs classified as large companies are also required to include a “section 172 statement” whereby explaining how the Directors, when performing their duty to promote the success of the company, have closely regarded the issues the statute requires them to take into consideration.

The annual accounts must be filed with Companies House. SLPs classified as small companies can take advantage of certain filing exemptions, however, still must file some minimal accounting information. Except for small companies, all SLPs must have their accounts audited by a professional auditor. Accounts must give an accurate and true overview of the company’s affairs.

Parent companies must also file consolidated accounts to their group as a whole.

Accounts can be prepared in accordance with UK accounting standards or International Financial Reporting Standards (IFRS). IFRS are compulsory for the group accounts of parent companies with dividends admitted to trading on an EU-regulated market or Alternative Investment Market (AIM).

UK Branches of Overseas Entities

UK branches of overseas companies whose parent law require them to prepare, audit and disclose accounts must deliver a copy of the financial accounts (including the auditors’ report) to the UK Companies House within three months of such disclosure.

The UK establishment of an overseas company incorporated in an EEA member state, whose law requires preparation and disclosure (but not the delivery or audit) of accounts, does not have to file any accounts at Companies House. This exemption will be eliminated at the end of the transition period if a relevant deal has not been agreed.

All other UK branches of overseas companies whose jurisdiction of residency does not require the disclosure of accounts must prepare and deliver accounts to Companies House within 13 months of the company’s accounting reference date. Those accounts must cover the overseas company as a whole, not only the UK branches financial accounts.

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