An Overview of Closing the Limited Liability Partnership

The process of closure or winding up of the Limited Liability Partnership is regulated by Sections 63, 64, and 65 of the LLP Act, 2008. Detailed paperwork has to be done while closing down the LLP and which has to be done with utmost care as the process can become long and cumbersome if not done correctly.

Our team at Taxrepair will provide all the necessary support required during and after the closure of the Limited Liability Partnership.

Documents Required for Closing the Limited Liability Partnership

• Detailed Application about the closing of the Limited Liability Partnership
• Board Resolution for closure of the Limited Liabilities Partnership.
• Consent of all the Partners of Limited Liabilities Partnership.
• Consent of all the designated Partners of Limited Liabilities Partnership.
• An Affidavit signed by all the designated partners
• Approval of all the creditors for the closure of the Limited Liabilities Partnership.
• Statement of Accounts showing that there is no asset and liabilities, i.e., nil asset and liabilities, the statement of the accounts has to be certified by a CA in practice not older than thirty days from the date of filing of an application of closure of the Limited Liability Partnership/
• A copy of the acknowledgement of the latest income tax return of the Limited Liability Partnership
• The Original Limited Liability Partnership Agreement and the supplementary agreement, if any.
• Certification that no compliance remained to be filed.
• Copy of the PAN Cards of all the partners and the designated partners
• Copy of Aadhar Card of all the partners and the designated partners
• Scanned copy of all the partners and designated partners. (Not older than two months, preferably the latest one) (used for Address Proof)
• Latest bank statement
• mobile or telephone bill
• gas or electricity bill

Criteria for Closing an LLP in India

A Limited Liability Partnership closure can be done by adopting any of the two ways mentioned below.

1. Declaring the Limited Liability Partnership as a Defunct

A Limited Liability Partnership is declared defunct when the entity is not carrying on with any business operation for a period of one year or more. In addition, the Limited Liability Partnership can submit an application to the Registrar of Companies for declaring the Limited Liability Partnership as defunct and thereby requesting to remove the name of the Limited Liability Partnership from the register of the Limited Liability Partnership.

2. Winding up of the Limited Liability Partnership

Winding up of the Limited Liability Partnership is the process wherein the entity’s assets are disposed of to meet the liabilities of the concern, and if there is any surplus, the same will be distributed amongst the partners. There are two modes through which winding-up of Limited
Liability Partnership can be done.

3. Voluntary Winding-up of the Limited Liability Partnership

In the voluntary winding-up of the Limited Liability Partnership, all the partners decide amongst themselves to wound up the operations of the Limited Liability Partnership.

4. Mandatory Winding-up of the Limited Liability Partnership

The Limited Liability Partnership may have to wound-up compulsorily by the Tribunal under the following conditions

• When the Limited Liability Partnership is wound-up by the Tribunal
• The total number of partners of the Limited Liability Partnership is below two for a period of more than six months.
• The entity is unable to pay the debts.
• If the entity has acted against the integrity and sovereignty of India or is threatening the security of the state or public order.
• If the Limited Liability Partnership defaulted the filing of the statement of accounts and annual return or solvency with the Registrar of Companies (RoC) for any five consecutive financial years; OR
• Tribunal is of the view that it is reasonable to wound-up the Limited Liability Partnership.

Timelines for Closing the Limited Liability Partnership

Our team, with their expertise, ensures that all the rules and regulations are followed properly, and the Limited Liability Partnership’s closure is done in a seamless and smooth manner. The time taken for the winding-up of the Limited Liability Partnership is subject to the approvals and revert of the concerned government officials.

Contact our team of professionals for getting proper consultation on procedures for the closure of the Limited Liability Partnership.