'LLP Agreement made at .......' What to enter in blank?

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This query is : Resolved

Bibin Mathew (Querist)

01 December 2019 I recently got an LLP Agreement made, and submitted to ROC for approval. But the Registrar has marked the agreement as 'Sent for Resubmission' with the following remarks:

The place of execution is given as ‘Kerala’ in the agreement. The correct place in Kerala should be specifically given.

In this remark, they are referring to the first sentence in the agreement, which is: This LLP Agreement made at Kerala, on this day of....

Here, instead of Kerala, I'm asked to specify the exact place. I can write the specific place, but I have a doubt. The LLP is registered at Kottayam, but this agreement was executed, signed and notarized at Ernakulam. These are two different districts. So among the three options below, which should I write:

Option 1 (place of registered LLP): This LLP Agreement made at Kottayam, Kerala.
Option 2 (place of execution/notarization): This LLP Agreement made at Ernakulam, Kerala.
Option 3 (or both places): This LLP Agreement made at Kottayam, Kerala and notarized at Ernakulam.

Thanks for your help.

CA. Jinendra Sethia

CA. Jinendra Sethia (Expert)

01 December 2019 Enter the address where office is registered

Bibin Mathew

Bibin Mathew (Querist)

02 December 2019 I have just edited my query. Could you please read through and confirm if your answer doesn't change even in this case?

Aashok Kumar Sharma

Aashok Kumar Sharma

(Expert)

14 July 2024 Given the situation where your LLP Agreement was executed and notarized in different districts within Kerala, you should appropriately reflect this in the document to comply with the Registrar's requirement. Here’s how you can address it:

**Option 3: This LLP Agreement made at Kottayam, Kerala and notarized at Ernakulam.**

This option clearly indicates:
- **Kottayam**: This is where the LLP is registered, so it represents the principal place of business or registration.
- **Ernakulam**: This is where the LLP Agreement was actually executed and notarized.

By mentioning both places, you provide complete and accurate information about the execution and notarization of the agreement. This satisfies the Registrar's requirement for specifying the exact place within Kerala where the LLP Agreement was made.

Therefore, you can revise the first sentence of your LLP Agreement to read as follows:

"This LLP Agreement made at Kottayam, Kerala and notarized at Ernakulam, Kerala, on this day of...."

This revision should address the Registrar's remark about specifying the correct place in Kerala for the execution of the LLP Agreement. Make sure to update this in the agreement before resubmitting it for approval to the Registrar of Companies (ROC).

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