Mr W has a shoe shop and trades as W Shoes. Mr W sells his 'W shoes' business to PP Ltd which continues to trade at the shop as 'W shoes' and retains the employees. If PP Ltd already has a PAYE scheme the scheme for Mr W can be succeeded into it. If PP Ltd does not have a PAYE scheme a new PAYE scheme must be created before the scheme for Mr W can be succeeded into it. In these circumstances forms P45 are not issued to PP Ltd employees. Mr W is responsible for PAYE/NIC's liabilities to the date he sold the business

PP Ltd is responsible for - 
PAYE/NIC's from the date it acquired the business
- 
Employer's Annual Return P35 and forms P14 for the full year
Further information can be found in subject 'Successions' in the 'Movement of an Employer Record' section of the PAYE Manual

## Example 4

Messrs B,W & G are in partnership and trade as 'B & W'. They form a Limited Liability Partnership 'B W & G LLP' which takes over the business and continues to trade as  'B & W'.

B W & G LLP - 
Employs all the staff from the old partnership
- 
Takes over all the payroll records from the old partnership
- 
Will submit an Employers Annual Return P35 for the full year in which it took over the business
It is necessary to set up a new PAYE scheme for B W & G LLP and succeed the scheme for B, W & G into this new scheme. Forms P45 will not be issued to the employees of B'W & G. B, W & G is responsible for PAYE/NIC's up to the date that the business was taken over by B W & G LLP
B W & G LLP is responsible for PAYE/NIC's liabilities from the date they took over B, W & G Employer's Annual Return P35 and forms P14 for the full year