DIVESH GOYAL

Practicing Company Secretary

GOYAL DIVESH& ASSOCIATES

Mob: +918130757966
csdiveshgoyal@gmail.com

PROCEDURE FOR THE CLOSURE OF THE LIMILTED LIABILITY

PARTNERSHIP SUO MOTO
Series- 127
In case the LLP wants to close down its business or where it is not carrying on any business
operationsfor the period of one year or more, , it can make an application to the Registrar of
Companies for declaring the company as defunct and removing the name of the LLP from its
register of LLPs. The procedure is given below: (clause (b) of sub rule 1 of Rule 37 of LLP Rules 2008)
1. An application is required to be made in e-Form 24 to the Registrar of Companies for Striking
off the name of the LLP under clause (b) of sub rule 1 of Rule 37 of LLP Rules 2008 with the
consent of all partners.
2. The Registrar shall publish a notice on its website as to the content of the application for a
period of one month for the notice of the general public.
3. Application submitted to be supported by Indemnity Bonds to indemnify any person legally
claiming after the LLP to be strike off and duly sworn Affidavits declaring all the information
provided and statements given to be true, from all partners.
4. Application filed also to be supported by approvals or No Objection Certificates from
concerned Regulatory Authorities with which the LLP is registered. For eg. LLP engaged in or
registered with RBI for Banking Business has to obtain NOC from RBI before winding up of its
affairs.
5. The Registrar, where he has sufficient cause to believe that the limited liability partnership has
any asset or liability, satisfy himself that sufficient provision has been made for the realization
of all amount due to the limited liability partnership and for the payment or discharge of its
liabilities and obligations by the limited liability partnership within a reasonable time and, if
necessary, obtain necessary undertakings from the designated partner or partner or other
persons in charge of the management of the limited liability partnership
6. On the expiry of period of one month, the Registrar may, by an order, unless cause to the
contrary is shown by the limited liability partnership, strike its name off the register, and shall

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This blog post is not a professional advice but just a knowledge sharing initiative for mutual discussion.

DIVESH GOYAL

Mob: +918130757966
csdiveshgoyal@gmail.com

Practicing Company Secretary

GOYAL DIVESH& ASSOCIATES

publish notice thereof in the Official Gazette, and on the publication in the Official Gazette of
this notice, the limited liability partnership shall stand dissolved.

Process

File e-form 24 with following documents:
a) Copy of Detailed Application- Mention full details of LLP plus reasons for
closure
b) Copy of Authority to Make the Application- The person who is making
application must be authorized by all the partners to make such
application.
c) Copy of Consent of all Partners -Self-Explanatory.
d) Copy of Consent of all Creditors -if no creditor than Certify that that LLP
have NIL Creditor.
e) Copy of the undertaking/ indemnity bond for striking off name Indemnity
bond
f) Copy of statement of assets and liabilities duly certified as true and correct
by auditor/chartered accountant in practice
g) Copy

of

acknowledgement

of

latest

Income

tax

return-

Self

ExplanatoryLLP older less than a year cannot be strike off.

(Author CS Divesh Goyal, GOYAL DIVESH & ASSOCIATES Company Secretary in Practice from
Delhi and can be contacted at csdiveshgoyal@gmail.com)
Disclaimer: The entire contents of this document have been prepared on the basis of relevant
provisions and as per the information existing at the time of the preparation. The observations
of the author are personal view and the authors do not take responsibility of the same and this
cannot be quoted before any authority without the written.

Twitter: @DiveshGoyal04
FB: csdiveshgoyal@gmail.com

WhatsApp: 8130757966
Gmail Id: csdiveshgoyal@gmail.com

This blog post is not a professional advice but just a knowledge sharing initiative for mutual discussion.