In this article, we will tell you about the legal procedure to be followed for Change of business of the Limited Liability Partnership (LLP).
Every LLP is formed to carry on a specific business activity with a motive to earn profit. At the time of incorporation of an LLP, partners have to provide the main object of an LLP. Such object must be mentioned in brief in the LLP agreement. An LLP cannot carry on any business activities which are not mentioned in the agreement. If partners want to widen or change the business activity then it must be recorded in an agreement. Every change in LLP agreement must be approved by MCA.
When a LLP wants to expand its business, then LLP may require to change its principal business activity, or in the case where LLP want to add more business activities to its current activity. There is no specific provision in regards to object change of LLP. If any changes have been made in the LLP agreement, a copy of the altered agreement has to be filed with the registrar.
Section 11 (2) (c), is the only provision regarding the LLP activity, which is, in fact matter covered in the LLP incorporation document.
The procedure for name change is as follows:
Step 1: Hold the Partners Meeting
Hold a Meeting to take partners approval or consent for change in business of the LLP. The resolution shall be passed by all the partners.
Step 2: Execution of Supplementary LLP Agreement
Draft and execute a supplementary agreement to change the object clause of LLP. All the partners must execute and sign the supplementary agreement in front of the witness. The supplementary agreement must be executed on the stamp paper and must be notarized. In the supplementary agreement only the object clause will be amended and all other clause will remain in full force.
Step 3: Filing with the Registrar
After passing the Resolution and execution of supplementary agreement, the LLP shall file the resolution passed and supplementary agreement with the concerned Registrar in Form-3LLP along with prescribed fee within 30 days of execution of agreement.
Attachments with Form-3LLP
- Certified copy of the minutes of decision/ resolution/ consent of partners
- Supplementary agreement
Step 4: Approval by Registrar
The Registrar will examine the application and approve the objects. On receipt of approval, a LLP can start new business activities.