Part 2 – Limited partnerships etc The registrar’s role relating to dissolution, revival and deregistration Section 141: Registrar’s power to confirm dissolution of limited partnership
This section inserts new sections 19 to 25 into the Limited Partnerships Act 1907 and amends sections 3 and 10. The new section 19 sets out a process for the Registrar to confirm the dissolution of a limited partnership which the Registrar has reasonable cause to believe has been dissolved.
	The Registrar will be required to publish a warning notice for a period of two months stating that she believes the limited partnership is dissolved and invite anyone to make representations on the proposal. A copy of this notice must also be sent to the limited partnership. After two months, the Registrar can then publish a dissolution notice which dissolves the limited partnership if it was not already dissolved earlier. The Registrar’s obligation to keep the firm on the index of names of limited partnerships in section 1099 of the Companies Act 2006 will cease.
	The new section within this section will enable the register to be kept up to date; there are currently thousands of limited partnerships on the register which the Registrar either knows or suspects are inactive. This section will also allow the Registrar to deregister dissolved limited partnerships in the future.
	New sections 20 to 22 concern the administrative revival of a limited partnership which was dissolved under section 19. A general partner of a dissolved limited partnership may apply to the Registrar to revive the limited partnership if they provide specified documents to the Registrar and pay any outstanding fines or penalties (as the case may be). Upon accepting an application for revival, the Registrar must publish a notice of the revival in The Gazette 1 and reenter the limited partnership onto the register. The limited partnership is then treated as if it had never been dissolved.
	Sections 23 to 25 relates to applications to the court for revival of a limited partnership dissolved by a dissolution notice. An application may be made to the court for revival by the Secretary of State, a partner in the dissolved limited partnership, or by any person having an interest in the matter (for example, a creditor).
	If a court orders the revival of a dissolved limited partnership, the Registrar must publish a notice of the revival in The Gazette and reenter the limited partnership onto the register. The limited partnership is then treated as if it had never been dissolved. The court can also give any orders as it deems just relating to placing the limited partnership in the same position as it was pre-dissolution.