If the LLP does not have any assets and liabilities by consent of seventy-five per cent of members in terms of contribution, file an application in the prescribed manner to the Registrar for declaring the company as Struck off (Defunct)

• Any LLP which has not started operations even after 1 year of incorporation
• Any LLP which has not done any business for at least previous one financial year

• The LLP should not have any assets and Liabilities
  In case, if assets and liabilities have been shown in the previously filed balance sheet, proofs should be shown that the assets have been disposed off and Liabilities waived off or repaid
• The LLP should not have any Bank Accounts
  If the LLP had previously opened any bank account requisite proofs should be shown for closure of such accounts
• The LLP should have filed Annual returns (Form 11 and Form 8) for all those years in which the company was doing business

Even after company being stricken off on account of filing Form-24, the liabilities of the Designated Partners exist for a further period of 2 years. In case any liability arises in this period of 2 years, Designated Partners are liable to pay the same.

No. An LLP regulated under a special Act, approval of the regulatory body constituted or established under that Act shall obtain an NOC from such authorities and enclose it with the application.

Your DIN continues to be in active state and you will be eligible to incorporate further companies/LLP and also continue to hold your Directorship/Designated Partnership in other Companies/LLP.

This depends on whether or not you have done business in those years. In case there are business transactions in any of the previous years annual returns has to be filed along with the applicable penalty before filing Form-24 for closure. However, even in case there are no business done and you file Form-24, RoC has discretionary power and if they have reasonable doubt to believe that the LLP might be involved in any malicious activity they can ask the LLP to file the annual returns for all those years for which annual returns have not been filed.

Once the form is filed, MCA sends the same to IT Department to ascertain there were no payables from the company and after the IT Department sends its approval MCA changes the status of the LLP from Active to Struck-off (Defunct). This may take up to 3-4 months for MCA to process.

No. RoC has discretionary power to approve/reject the form. In case MCA rejects the application they will send a reason for the same. In case, the reason can be rectified, we can rectify the same and re-submit for approval. But the major point to be noted here is that the it is entirely RoC’s decision to approve or reject the application.