MCA NOTIFICATION : FORM 24 – STRIKING OFF NAME OF THE LLP

MINISTRY OF CORPORATE AFFAIRS

NOTIFICATION

New Delhi, the 16th May, 2017

Image result for LLPG.S.R. 470(E).—In exercise of the powers conferred by sub-sections (1) and (2) of section 79 of the Limited Liability Partnership Act, 2008 (6 of 2009), the Central Government hereby makes the following rules, further to amend the Limited Liability Partnership Rules, 2009, namely:—

1. (1) These rules may be called the Limited Liability Partnership (Amendment) Rules, 2017.

(2) They shall come into force with effect from 20th May, 2017.

2. In the Limited Liability Partnership Rules, 2009 (herein after referred to as the Principal Rules), in rule 37, after sub-rule (1), the following sub-rule shall be inserted, namely:—

“(1A) The limited liability partnership referred to in clause (b) of sub-rule (1) of rule 37 shall,—

(I) file overdue returns in Form 8 and Form 11 up to the end of the financial year in which the limited liability partnership ceased to carry on its business or commercial operations before filing Form 24;

(II) enclose along with Form 24,—

(a) a statement of account disclosing nil assets and nil liabilities, certified by a Chartered Accountant in practice made up to a date not earlier than thirty days of the date of filing of Form 24;

(b) an affidavit signed by the designated partners, either jointly or severally, to the effect,

(i) that the Limited Liability Partnership has not commenced business or where it
commenced business, it ceased to carry on such business from ………….(dd/mm/yyyy);

(ii) that the limited liability partnership has no liabilities and indemnifying any liability that may arise even after striking off its name from the Register;

(iii) that the Limited Liability Partnership has not opened any Bank Account and where it
had opened, the said bank account has since been closed together with certificate(s) or
statement from the respective bank demonstrating closure of Bank Account;

(iv) that the Limited Liability Partnership has not filed any Income-tax return where it has not carried on any business since its incorporation, if applicable.

(c) a copy of the acknowledgement of the latest Income-tax return filed under the Income-tax Act,1961 (43 of 1961) and the rules made thereunder for the time being in force, where the limited liability partnership has carried out any business and has filed such return.

(d) copy of the initial limited liability partnership agreement, if entered into and not filed, along with changes thereof in cases where the Limited Liability Partnership has not commenced business or commercial operations since its incorporation.

Explanation.—The date of cessation of commercial operation is the date from which the
Limited Liability Partnership ceased to carry on its revenue generating business and the transactions such as receipt of money from debtors or payment of money to creditors, subsequent to such cessation will not form part of revenue generating business.”
3. In the Principal Rules, for Form 24, the following Form shall be substituted, namely:—

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Compliance’s due for your LLP for Financial Year ended 31st March 2017

Related imageHello everyone; Trust all of you doing extremely well in your life. Today, I would like to share Compliance’s  due for your LLP for Financial Year ended 31st March 2017. Dearils are:-

  1. Annual Return of Limited Liability Partnership (Form 11) to be filed before 30th May 2017.
  2. Income Tax return to be filed before 31st July 2017 (for Tax Audit cases Income Tax return is Due on 30th September 2017).
  3. Statement of Account & Solvency (Form 8) to be filed before 30th October 2017.

Penalty for Delay in filing of Form 8 / Form 11 is Rs 100 per day from the due date.

Example: Due date for filing of form 11 for FY 2016-17 is 30 May 2017. If the form is filed late, say on 29 July 2017 ( Late by 49 days) Additional fees (Penalty) for filing the form will be Rs 4900/-. Such penalty is non refundable and there is no process to escape this penalty.

Following Documents are required for Annual Compliance’s of LLP:

  • Bank Statements from 1 April to 31 March for all bank accounts in the name of LLP.
  • Credit Card Statements if Expenses are incurred by Partners on behalf on LLP.
  • Invoices of Purchases and Sales during the year.
  • Invoices of Expenses incurred during the year.
  • Copy of VAT or Service Tax returns filed (If Any).
  • Copy of TDS Returns filed and Challans Deposited.
  • Digital Signatures for at-least 2 Partners.

Regards | Sukhwinder Singh | 9999939069

LLP forms with MCA fees

S no. Form Name Purpose of filing Sections & Rules applicab-le Contribution  Govt. Fee (in Rupees)
1. Form-1 Application for reservation or change of name u/s 16 & 19 No Limit 200/-
2. Form-2 Incorporation document and subscriber’s statement Upto 1 Lakh

Exceeding 1 Lakhs upto 5 Lakhs

Exceeding 5 lakhs upto 10 lakhs

Exceeding 10 lakhs

500/-

2000/-

4000/-

5000/-

3. Form-2A Details in respect of designated partners and partners of Limited Liability Partnership
4. Form-3 Information with regard to limited liability partnership agreement and changes, if any, made therein u/s 23 The difference between the fees payable on the increased slab of contribution and the fees paid on the preceding slab of contribution shall be paid through this form.
5. Form-4 Notice of appointment, cessation, change in name/ address/designation of a designated partner or partner. and consent to become a partner/designated partner u/s 7 No Limit 50/-
6. Form-4A Notice of appointment, cessation, change in particulars of a partners
7. Form-5 Notice for change of name u/s 16 & 19

Upto 1 Lakh

Exceeding 1 Lac upto 5 Lakhs

Exceeding 5 lakhs upto 10 lakhs

Exceeding 10 lakhs

50/-

100/-

150/-

200/-

8. Form-8 Statement of Account & Solvency (In case of Indian LLP) Upto 1 Lakh

Exceeding 1 Lac upto 5 Lakhs

Exceeding 5 lakhs upto 10 lakhs

Exceeding 10 lakhs

50/-

100/-

150/-

200/-

9. Form-8 Statement of Account & Solvency (In case of Foriegn LLP) No limit 1000/-
10. Form-11 Annual Return of Limited Liability Partnership (LLP) Upto 1 Lakh

Exceeding 1 Lac upto 5 Lakhs

Exceeding 5 lakhs upto 10 lakhs

Exceeding 10 lakhs

50/-

100/-

150/-

200/-

11. Form-12 Form for intimating other address for service of documents

Upto 1 Lakh

Exceeding 1 Lac upto 5 Lakhs

Exceeding 5 lakhs upto 10 lakhs

Exceeding 10 lakhs

50/-

100/-

150/-

200/-

12. Form-15 Notice for change of place of registered office u/s 13 & Rule-17 Upto 1 Lakh

Exceeding 1 Lac upto 5 Lakhs

Exceeding 5 lakhs upto 10 lakhs

Exceeding 10 lakhs

50/-

100/-

150/-

200/-

13. Form-17 Application and statement for conversion of a firm into Limited Liability Partnership (LLP) Upto 1 Lakh

Exceeding 1 Lac upto 5 Lakhs

Exceeding 5 lakhs upto 10 lakhs

Exceeding 10 lakhs

50/-

100/-

150/-

200/-

14. Form-18 Application and Statement for conversion of a private company/ unlisted public company into limited liability partnership (LLP)

Upto 1 Lakh

Exceeding 1 Lac upto 5 Lakhs

Exceeding 5 lakhs upto 10 lakhs

Exceeding 10 lakhs

50/-

100/-

150/-

200/-

15. Form-22 Notice of intimation of Order of Court/ Tribunal/CLB/ Central Government to the Registrar ( in case of Indian LLP) Upto 1 Lakh

Exceeding 1 Lac upto 5 Lakhs

Exceeding 5 lakhs upto 10 lakhs

Exceeding 10 lakhs

50/-

100/-

150/-

200/-

16. Form-22 Notice of intimation of Order of Court/ Tribunal/CLB/ Central Government to the Registrar ( in case of Foreign LLP) No Limit 1000/-
17. Form-23 Application for direction to Limited Liability Partnership (LLP) to change its name to the Registrar u/s 18 No Limit 10000/-
18. Form-24 Application to the Registrar for striking off name No Limit 500/-
19. Form-25 Application for renewal of name by a Foreign Limited Liability Partnership (FLLP) or Foreign Company No Limit 5000/-
20. Form-25 Application for reservation of name by a Foreign Limited Liability Partnership (FLLP) or Foreign Company No Limit 10000/-
21. Form-27 Form for registration of particulars by Foreign Limited Liability Partnership (FLLP) No Limit 5000/-
21. Form-28 Return of alteration in the incorporation document or other instrument constituting or defining the constitution; or the registered or principal office; or the partner or designated partner of limited liability partnership incorporated or registered outside India. No Limit 1000/-
22. Form-29 Notice of (A) alteration in the certificate of incorporation or registration; (B) alteration in names and addresses of any of the persons authorised to accept service on behalf of a foreign limited liability partnership (FLLP) (C) alteration in the principal place of business in India of FLLP (D) cessation to have a place of business in India No Limit 1000/-
23. Form-31 Application for compounding of an offence under the Act No Limit No fee payable
24. Form-32 Form for filing addendum for rectification of defects or incompleteness

Procedure for Changing the Name of a Limited Liability Partnership(LLP)

Introduction:

The Limited Liability Partnership Act, 2008 was published on January 9, 2009, in the official Gazette of India and was notified on March 31, 2009. In the first week of April 2009, the first Limited Liability Partnership was established in India. LLP is an organisation which enumerates the elements of both a Partnership as well as a Company.

What is LLP?

llpLLP comes with an advantage of the limited partnership which is similar to that of a company. It overcomes the drawbacks of the traditional partnership to a great extent. The relationship of the principal and the agent which is the main ingredient of a partnership firm is relaxed in the LLP. In a LLP, the principle of agency is not followed, and none of the partners are liable for each other’s acts. The partners are the agents of a LLP only and not of each other. It has the advantages of a partnership firm as it enjoys the benefits of informality and tax advantages.

Procedure for changing name of LLP:

procedure word write on paperA Limited Liability Partnership (LLP) may require to change its name due to various business reasons or on the directions of the Central Government. Central Government may ask you to change your LLP name, if the name of the LLP is deemed to be undesirable or identical with or too resembling the name of an existing LLP. In such case LLP must comply with the direction of the Central Government.

Whatever may be the reason, you need to follow below procedure to change the name of the LLP.

The procedure for change of name of limited liability partnership is governed by limited liability partnership agreement and the provisions of Section 19 of Limited Liability Partnership Act, 2008.

Following are the procedure for the change of the name of an existing LLP: change-name-of-private-limited-company-1050x600

  • Check your LLP agreement to know in any procedure for change of name has been specified. In case there is no clause in the Limited Liability Partnership agreement relating to change in the name the same can be made with the consent of all the partners of limited liability partnership.
  • After getting consent of all the partners, authorised partners is required to file LLP name application “Form-1” with MCA. Maximum 6 names can be mentioned in the order of priority.

           Attachments to Form-1:

  1. Certified copy of the consent of the all the partners.
  2. Trademark registration or application certificate copy, if available.
  3. Copy of the existing LLP agreement.
  • The ROC will then approve the name if in the opinion of the Central Government it is not undesirable or if it is not identical with the name of any existing LLP or a body corporate.
  • After receiving the notice of approval, the applicant will then have to intimate the Registrar regarding change of name in Form-5 along with following attachments within 30 days of getting approval.
  1. Consent of partners
  2. Notice of change of name.
  • The Registrar after satisfying himself that the name is changed as per the prescribed procedure, shall issue a fresh certificate of incorporation in the new name. The new name will be effective from the date mentioned in the certificate.
  • After getting certificate of incorporation, the LLP will have to execute a supplemental agreement for the change in the name of LLP Agreement.
  • In the last step, LLP is required to intimate to the Registrar for changes made in the LLP Agreement through the supplemental agreement in Form 3.

Conclusion

change-300x181It is not always necessary that the LLP will continue in the same name. It may change its name whenever it requires and deems fit. The name of the LLP may be changed voluntarily or mandatorily.

Ideally, the manner in which the name of the LLP should be changed should be mentioned in the LLP Agreement itself. However, if nothing is mentioned about the procedure then the procedure as laid down in Section 19 of the Limited Liability Partnership Act, 2008 must be followed.