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LLP Closure

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Overview of LLP Closure

An LLP which is not carrying on any business operation since incorporation, or ceases to carry on business for a period of one year or more, can apply with the ROC to strike off the name of the LLP. There could be several reasons for the closure of an LLP, which can range from voluntary winding up to compulsory winding up.

Key Parameters

Preliminary Requirements for LLP Closure

All the outstanding liabilities of the LLP are to be paid off

All the bank accounts of the LLP are to be closed

All due returns in Form 8 and Form 11 up to the end of the financial year in which the LLP ceased to carry on its business must be filed

The latest Income Tax Return should be filed before applying for closure of the LLP

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Procedure for LLP Closure

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Board Resolution

Pass an ordinary resolution in the Board of Designated Partners/Partners meeting to initiate the closure process.

Cessation of Business Activity

There should be no business activity from the day the resolution is passed.

One Year of No Business Activity

Ensure there is no business activity for a period of at least one year.

Declaration by Designated Partner

The designated partner/partner must submit a declaration stating there is no debt pending on the LLP and that all required forms have been filed.

File a Statement of Account

Prepare and file a statement of accounts reflecting the financial position of the LLP at the time of closure.

Filing of Form 24

File Form 24 on MCA V3 portal along with all necessary attachments to formally initiate the strike-off of the LLP from the Registrar of Companies.