Write to us for any queries...
WINDING UP OF LLP IN INDIA
A business may be required to be closed due to various reasons, like non-operation, closure of business, recurring losses, the passing of the key managerial person, the dispute among promoters, un-ability to pay debts of the LLP, etc. Closing or winding up of LLP is a challenging task, where the designated partners and all partners must first decide on the best method available under the LLP Act 2008 to wind up the LLP. In case the LLP does not have liabilities or debts to pay it can be closed voluntarily by a unanimous decision of all the partners of the LLP and after that, an application can be filed with the registrar to strike down the name of LLP from its register. However, where the LLP has debts to pay, or there are creditors/liabilities, the LLP must approach National Company Law Tribunal for closure.
WINDING UP OF LLP HAVING LIABILITY / DEBT
- The designated partners need to decide to close the LLP first and after that convene a meeting of creditors by giving them proper notice
- The creditors shall decide about closure with at least 2/3 majority and an application for closure to be filed with NCLT
- The official liquidator of the LLP shall be appointed who will dissolve the assets of LLP and deal with liabilities and file his report with NCLT
- NCLT based on the merits of the case shall deliver its decision for closure of LLP and after that the same need to be conveyed to the ROC
WINDING UP OF LLP BY NCLT
- In case the designated partners could not close the LLP due to their difference, an application for closure by NCLT may be filed
- Where the number of partners is reduced below the statutory minimum of two partners for a period of more than six months
- Where the LLP has not filed its annual return (form-11) or the statement (form-8) of accounts for five consecutive years,
- If NCLT is satisfied that the LLP is acting against the interest of the sovereignty or integrity of India, security of the state or public order
WIND UP INACTIVE LLP FASTER
- In case your LLP has not started any business or operation or in case it started is not carrying the same as of now since past one year.
- If the LLP Does not have any asset or liability and the bank account of the LLP was either not opened or if opened is closed now.
- The designated partners shall give an affidavit and indemnity bond to settle any liability which may arise on LLP in future.
- An application for closure needs to be filed with the ROC for declaring the LLP as defunct and for striking off its name from the register of LLP.