Llp procedure
This query is : Resolved
Querist : Anonymous
Querist :
Anonymous
(Querist)
29 March 2013
The LLP wants to change Name of LLP and Registered office and admission and cessation of partner can any one tell the procedure
30 March 2013
Procedure for Change of Name
1.
The procedure for change of name of limited liability partnership is governed by limited liability partnership agreement and the provisions of (Section 19) of Limited Liability Partnership Act, 2008.
2.
In case there is no clause in the limited liability partnership agreement relating to change in the name the same can be made with the consent of all the partners of limited liability partnership.
3.
Application shall be made in (E-Form 1) for the availability of the proposed name with the Registrar with the following attachments :
Copy of the minutes of decision/resolution/consent of partners,
The extracts of the relevant provision of the Limited Liability Partnership Agreement, if any,
If change is due to a direction received from the Central Government/ Registrar, then a copy of such direction,
Optional attachment.
The form must be certified by certifying authorities as mentioned in the form.
4.
Applicable fees has to be paid by of credit card.
5.
The registrar will approve the name applied for provided the name is not either undesirable in the opinion of the Central Government or that is identical with or that which too nearly resembles to the name of any existing partnership firm or a LLP or a body corporate or a trade mark registered or pending registration under the Trade Marks Act, 1999.
6.
The name approved shall be available for adoption for a period of 3 months.
7.
After receipt of approval intimation of change of name must be given to the Registrar in (E-Form no. 5)
8.
The changed name must appear on all official documents of the limited liability partnership.
9.
The words (formerly known as _______________)must appear under the new name of the limited liability partnership.
NOTE
The following must be avoided in the name
1. Use of name of national hero
2. Use of name which suggest state, national or international , patronage or participation in its absence.
3. Use of name or surname which is not of a directors.
4. Use of names containing numerals like 19th.
5. Pre-fixing words like new, modern to the name of established, popular firms or companies, Indian or Foreign.
6. Use of vague alphabets like FHDFBN Ltd.
7. Use of names prohibited under The Emblems & Names (Prevention of Improper Use) act, 1950.
8. Use of the word ‘co-operative’ or ‘sahakari’
9. In case the business is finance its non reflection in the name.
10. Use of general names such as ‘Cotton Textiles’ or ‘Silk Manufacturing’
11. Use of words with close resemblance to the names of existing companies.
Procedure for Change of Name
1.
The procedure for change of name of limited liability partnership is governed by limited liability partnership agreement and the provisions of (Section 19) of Limited Liability Partnership Act, 2008.
2.
In case there is no clause in the limited liability partnership agreement relating to change in the name the same can be made with the consent of all the partners of limited liability partnership.
3.
Application shall be made in (E-Form 1) for the availability of the proposed name with the Registrar with the following attachments :
Copy of the minutes of decision/resolution/consent of partners,
The extracts of the relevant provision of the Limited Liability Partnership Agreement, if any,
If change is due to a direction received from the Central Government/ Registrar, then a copy of such direction,
Optional attachment.
The form must be certified by certifying authorities as mentioned in the form.
4.
Applicable fees has to be paid by of credit card.
5.
The registrar will approve the name applied for provided the name is not either undesirable in the opinion of the Central Government or that is identical with or that which too nearly resembles to the name of any existing partnership firm or a LLP or a body corporate or a trade mark registered or pending registration under the Trade Marks Act, 1999.
6.
The name approved shall be available for adoption for a period of 3 months.
7.
After receipt of approval intimation of change of name must be given to the Registrar in (E-Form no. 5)
8.
The changed name must appear on all official documents of the limited liability partnership.
9.
The words (formerly known as _______________)must appear under the new name of the limited liability partnership.
NOTE
The following must be avoided in the name
1. Use of name of national hero
2. Use of name which suggest state, national or international , patronage or participation in its absence.
3. Use of name or surname which is not of a directors.
4. Use of names containing numerals like 19th.
5. Pre-fixing words like new, modern to the name of established, popular firms or companies, Indian or Foreign.
6. Use of vague alphabets like FHDFBN Ltd.
7. Use of names prohibited under The Emblems & Names (Prevention of Improper Use) act, 1950.
8. Use of the word ‘co-operative’ or ‘sahakari’
9. In case the business is finance its non reflection in the name.
10. Use of general names such as ‘Cotton Textiles’ or ‘Silk Manufacturing’
11. Use of words with close resemblance to the names of existing companies.
30 March 2013
Procedure for Change of Registered Office
1.
Every Limited Liability Partnership has a registered office. It is a place to which all communications addressed to Limited Liability Partnership by the Registrar are sent (Section 13) of Limited Liability Partnership Act, 2008.
2.
Limited Liability Partnership can change the registered office from one place to other within the same state as per the provisions of the Limited Liability Partnership agreement or in accordance with the decision of the partners (Section 13 (3)) of Limited Liability Partnership Act, 2008.
3.
Notice of the change in the registered office of Limited Liability Partnership must be filed with the Registrar in (E-Form 15) with the following attachments.
Minutes of the meeting where the decision is taken.
Certified True copy of the LLP Agreement containing the provision.
NOTE
As per LLP Rules & Forms, 2008, a document can be served on a LLP or a partner or designated partner as follows:
By electronic transmission that is a communication delivered by:
1. Facsimile telecommunication or electronic mail when directed to the facsimile number of electronic mail address; respectively.
2. Posting on an electronic message board.
3. Other means of electronic communication.
If limited liability partnership contravenes any provisions of this section, the limited liability partnership and its every partner shall be punishable with fine which shall not be less than Rs. 2,000/- but which may extend to Rs. 25,000/-
1.
Every Limited Liability Partnership has a registered office. It is a place to which all communications addressed to Limited Liability Partnership by the Registrar are sent (Section 13) of Limited Liability Partnership Act, 2008.
2.
Limited Liability Partnership can change the registered office from one place to other within the same state as per the provisions of the Limited Liability Partnership agreement or in accordance with the decision of the partners (Section 13 (3)) of Limited Liability Partnership Act, 2008.
3.
Notice of the change in the registered office of Limited Liability Partnership must be filed with the Registrar in (E-Form 15) with the following attachments.
Minutes of the meeting where the decision is taken.
Certified True copy of the LLP Agreement containing the provision.
NOTE
As per LLP Rules & Forms, 2008, a document can be served on a LLP or a partner or designated partner as follows:
By electronic transmission that is a communication delivered by:
1. Facsimile telecommunication or electronic mail when directed to the facsimile number of electronic mail address; respectively.
2. Posting on an electronic message board.
3. Other means of electronic communication.
If limited liability partnership contravenes any provisions of this section, the limited liability partnership and its every partner shall be punishable with fine which shall not be less than Rs. 2,000/- but which may extend to Rs. 25,000/-
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