DRAFT DOCUMENT FOR STRIKE OFF THE NAME OF LLP

Procedure For Strike off the name of LLP Voluntarily

In case the Limited Liability Partnership (LLP) wants to close down its business or where it is not carrying on any business operations for 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 LLP’s. The procedure is described below :

• 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.

• The Registrar shall publish a notice on its website (MCA website) as to the content of the application for a period of one month for the notice of the general public.

• Application 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 by all partners. 

• Application filed also to be supported by approvals or No Objection Certificates from concerned Regulatory Authorities with which the LLP is registered as and when required. Such as if LLP Carriying Banking Business then it has to obtain NOC from RBI before winding up.
• If the Registrar, 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
• On the expiry of the said period, the Registrar may, by an order, unless cause to the contrary is shown by the limited liability partnership, strike its name from the register, and shall publish the notice thereof in the Official Gazette, and on the very movement of publication in the Official Gazette of this notice, the limited liability partnership shall stand dissolved.

Details To Be Prepare

Sr. No	Particulars	Remark
1	Application Letter	Kindly take the Print on Letter head of the LLP . Date shall be of either date of indemnity and affidavit or after it
2	Consent to Apply to ROC for Striking Off the LLP	Prepare the Consent for all partners
3	INDEMNITY BOND	As per company strike off. Prepare it separately or collectively
4	AFFIDAVIT (to be given individually by every Designated Partner)	Kindly prepare the Affidavits for all the partners. Verify the details as per documents available
5	Statement of Account	As per Balance Sheet

Draft Format

AFFIDAVIT

1. I, Mr. _____________ , Partner of _______________ LLP, (hereinafter called "the LLP") incorporated on dated _________ under the Limited Liability Partnership Act, 2008 having its Registered Office at _________, _________, City : ___________, Pin Code : ______ State : _______________ and having LLPIN NO.: ___________ do solemnly affirm and state as under :

2. I, Mr. _____________ , am the Partner of the LLP stated above since ________.

3. My present residential address is at _________, _________, City : ___________, Pin Code : ______ State : _______________.

4. My permanent address is _________, _________, City : ___________, Pin Code : ______ State : _______________.

5. The LLP does not maintain any bank account as on date.

6. I affirm that the _________ LLP does not have any assets and liabilities as on date.

7. The LLP has been inoperative since the time of its incorporation. The LLP is not intending to do any business or commercial activity.

8. As on date the LLP does not have any dues towards Income Tax/ Sales Tax/Central Excise/Banks & Financial Institutions; any other Central or state Government departments/authorities or any local authorities. 
    

      9. There is no litigation pending against or involving the LLP.

     10. In case of any loss (es) to any person or any valid claim and liability arising from any person after the striking off the name of LLP ___________ LLP from the Register of LLPs, I, the partner of the LLP, undertake to indemnify any person for such losses, valid claim and liability and the indemnity bond to this effect is being submitted separately with the application form.

I solemnly state that the contents of this affidavit are true to the best of my knowledge and belief and that it conceals nothing and that no part of it is false.

                                                                         Signature: _______________________

                (MR___________________)

VERIFICATION:-

I verify that the contents of this affidavit are true to the best of my knowledge and belief.

                                                                      Signature: _______________________

                                                                             (MR_____________________)

Place:

Date:

AFFIDAVIT - CREDITOR

We, MR. ___________,Partners of ________ incorporated on _________ under the Limited Liability Partnership Act, 2008 having its Registered Office at _________, _________, City : ___________, Pin Code : ______ State : _______________ and having LLPIN NO.: ______ do solemnly affirm and state as under :

1. The LLP has been inactive since the time of its incorporation and no commercial activities have been carried out in the name of LLP.

2. The LLP has no Creditors as there were no business transactions.

3. The Assets and Liabilities of LLP as on the date are NIL.

We solemnly state that the contents of this affidavit are true to the best of our knowledge and belief and that it conceals nothing and that no part of it is false.

Signature: ________                                Signature: ________

Signature: ________                                Signature: ________

VERIFICATION

I verify that the contents of this affidavit are true to the best of my knowledge and belief.

Signature: ________                                Signature: ________

Signature: ________                                Signature: ________

Application for striking off the name of LLP

LPIN : 

 

Name of the LLP : 

 

Address of the LLP :

To,

The Registrar of Companies, ______

_____________,
City : _________,
Pin Code : ______
State : _________

Dear Sir,

The Partners after carefully considering all the aspects and have duly resolved in their Meeting held on dated _________ to make an application for striking off name of our LLP from the Register of LLPs pursuant to Rule 37(1)(b) of Limited Liability Partnership Rules, 2009

We, the Partners of _____________ make application for striking off name of our LLP from the Register of LLPS maintained by the Registrar of Companies.

1. We furnish the following details and documents for considering our application:

1. Statement of Assets and Liabilities.

2. Copy of Resolution showing authorization given to us for filing of this application.

3. Consent of all the Partners.

4. Indemnity Bond for striking off name.

2) Now, therefore the undersigned requests you to strike off the LLP from the Register.

Yours Faithfully,

Signature: ________                                Signature: ________

Signature: ________                                Signature: ________

CONSENT OF PARTNER 

I, Mr. ____________ , Partner of __________ residing at _________, _________, City : ___________, Pin Code : ______ State : _______________ hereby give my consent to make an application to the Registrar of Companies to strike off the name of our LLP from the register since the entity has not been active since the time of its incorporation.

I also hereby consent to all the formalities which are required to be done with respect to the closure of __________ LLP.

Mr. _____________

          (PARTNER)

Declaration

TO WHOMSOEVER IT MAY CONCERN

We, Mr. ____________, Mr. __________, and Mr. ____________, Partners of ____________ , hereby declare that there are no creditors of the LLP since the LLP has not undertaken any business activity since the time of it’s incorporation.

Signature: ________                                Signature: ________

Signature: ________                                Signature: ________

Signature: ________                                Signature: ________

INDEMNITY BOND

To,

The Registrar of Companies,

1. I, the Designated Partner of M/s _______LLP incorporated on dated _____ under Limited Liability Partnership Act, 2008 having its Registered Office at _________, _________, City : ___________, Pin Code : _____ State : ______do hereby declare that:

2. I, …………. S/o Sh. ………………..am Designated Partner of this LLP.

3. That I have made an affidavit dated duly sworn before notary public affirming that the LLP M/s ___________ has assets worth Rs. Nil. The LLP has no liabilities.

4. Further the LLP is not intending to do any business or commercial activity. Thus, the LLP is defunct and I request the Registrar of Companies, _____________ to strike off the name of the LLP from the Register of Companies in terms of Rule 37(1)(b) of the Limited Liability Partnership Act, 2008.

5. In view of the above, I do hereby undertake in writing:

1. to pay and settle all lawful claims arising in future after the striking off the name of the LLP.

2. to indemnify any person for any such losses that may arise pursuant to striking off the name of the LLP. 
    

3. to settle all lawful claims and liabilities which have not come to our notice at this stage,

    even after the name of the LLP has been struck off in terms of Rule 37(1)(b) of the

    Limited Liability Partnership Act, 2008.

Place:

Date:                                                              Signature:

Name: ………..

Father’s Name: Sh. …………..

Address:

Witnesses:

 

1. Name:

Father’s name:

Address:

Occupation:                                                  Signature:

2. Name:

Father’s name:

Address:

Occupation:                                                  Signature:

Authorization to make Application to Strike Off the Name of the LLP to ROC

To,

Name of Authorised Person

Address : _________,

City : _________,
Pin Code : ______
State : _________

Sub: Authorization to make Application to Strike Off the 

Name of the LLP to ROC

Dear Sir,

With respect to the subject matter cited above, the management decides to authorize you to file an application to the ROC to strike off the name of the LLP from their register. 

 

An application shall be moved with the required documents as follows:

1. Application Letter
2. Consent of all the partner,
3. Indemnity bond/ undertaking
4. Affidavit duly notarized
5. Copy of statement of assets & liability duly certified
6. Copy of acknowledgment of latest income tax return.

For __________ LLP

_______________

(Designated Partner)

Date: ______

One thing is missing and that is Statement of Accounts which will be required to be prepared, you can take the reference for the same from my earlier blog.



Thanks & Regards,
CS Meetesh Shiroya