Book 1 -- Ready Referencer |
1
| >> |
CHAPTER 1 : Ready Referencer |
2
| >> |
LLP Web Based Forms with Compliance Calendar |
2
| >> |
LLP Fees Structure |
3
| >> |
Statutory Period for Preservation of Documents |
5
| >> |
Income Tax on Limited Liability Partnership (‘LLP’) |
6
| >> |
Book 2 -- Law and Procedure |
8
| >> |
Part I : LLP -- Meaning, Significance, Definitions, FAQs, Etc. |
9
| >> |
CHAPTER 2 : Historical Background |
10
| >> |
Introduction |
10
| >> |
Amendment to certain Acts |
10
| >> |
LLPs in foreign countries |
10
| >> |
Summing up |
11
| >> |
CHAPTER 3 : Introduction |
12
| >> |
Limited Liability Partnership -- A notion |
12
| >> |
Legal framework |
12
| >> |
Salient features of Limited Liability Partnership |
13
| >> |
CHAPTER 4 : Definitions |
15
| >> |
Address [Section 2(1)(a)] |
15
| >> |
Advocate [Section 2(1)(b)] |
15
| >> |
Appellate Tribunal [Section 2(1)(c)] |
15
| >> |
Body Corporate [Section 2(1)(d)] |
15
| >> |
Business [Section 2(1)(e)] |
15
| >> |
Chartered Accountant [Section 2(1)(f)] |
16
| >> |
Company Secretary [Section 2(1)(g)] |
16
| >> |
Cost Accountant [Section 2(1)(h)] |
16
| >> |
Court [Section 2(1)(i)] |
16
| >> |
Designated Partner [Section 2(1)(j)] |
16
| >> |
Entity [Section 2(1)(k)] |
16
| >> |
Financial Year [Section 2(1)(l)] |
16
| >> |
Foreign Limited Liability Partnership [Section 2(1)(m)] |
16
| >> |
Limited Liability Partnership [Section 2(1)(n)] |
16
| >> |
Limited Liability Partnership Agreement [Section 2(1)(o)] |
17
| >> |
Name [Section 2(1)(p)] |
17
| >> |
Partner [Section 2(1)(q)] |
17
| >> |
Prescribed [Section 2(1)(r)] |
17
| >> |
Regional Director [Section 2(1)(ra)] |
17
| >> |
Registrar [Section 2(1)(s)] |
17
| >> |
Schedule [Section 2(1)(t)] |
17
| >> |
Small Limited Liability Partnership [Section 2(1)(ta)] |
17
| >> |
Tribunal [Section 2(1)(u)] |
18
| >> |
Words and expressions used and not defined in the Act [Section 2(2)] |
18
| >> |
CHAPTER 5 : Charateristics of LLP |
19
| >> |
Meaning of LLP in a broader sense |
19
| >> |
Basic features of LLP |
20
| >> |
CHAPTER 6 : Specific Advantages of LLPs |
23
| >> |
Easy to form |
23
| >> |
No requirement of minimum contribution |
23
| >> |
No limit on owners of business |
23
| >> |
Separate legal entity |
23
| >> |
Perpetual succession |
24
| >> |
Advantageous for professionals |
24
| >> |
Limited liability |
24
| >> |
Flexible |
24
| >> |
Fewer compalinace requirements |
24
| >> |
Conversion into LLP |
24
| >> |
Useful for technology based enterprises |
24
| >> |
Low compliance cost |
24
| >> |
No requirement of compulsory audit |
24
| >> |
CHAPTER 7 : Comparison of LLP with other forms of Business Organisations |
25
| >> |
Introduction |
25
| >> |
Various forms of business entities |
25
| >> |
Limited Liability Partnership -- A new business vehicle |
26
| >> |
Comparison between LLP and other forms of business organisation |
26
| >> |
Summing up |
32
| >> |
CHAPTER 8 : Limited Liability Partnership and Professionals |
33
| >> |
Introduction |
33
| >> |
Professional bodies in India |
33
| >> |
Position prior to enactment of the Limited Liability Partnership Act, 2008 |
34
| >> |
Concept of LLP |
34
| >> |
Amendments to the Acts governing CAs, CSs and CWAs |
34
| >> |
Amendments by Chartered Accountants (Amendment) Regulations, 2008, in the Chartered Accountant Regulations, 1988 |
35
| >> |
Amendments in the Companies Secretaries Regulations, 1982 |
36
| >> |
Amendments in the Cost and Works Accountants Regulations, 1959 |
38
| >> |
CHAPTER 9 : FAQ’s on LLP |
41
| >> |
What is the basic concept of “limited liability partnership”? |
41
| >> |
What are the advantages of LLP Form of entities? |
41
| >> |
Refer to other countries where this form is available. |
41
| >> |
State the differences between LLP & traditional partnership firm |
42
| >> |
What are the differences between LLP and a company? |
42
| >> |
Is LLP Act applicable to any specific services like professional services regulated by specific statutes? |
42
| >> |
Who are the likely users/beneficiaries of the LLP Law? |
42
| >> |
Would an entity which has objectives like “charitable or other not for profit objectives” be able to set up an LLP? |
43
| >> |
Would provisions of Indian Partnership Act, 1932 be applicable to LLPs? |
43
| >> |
Refer to the committees, which have made recommendations for legislation on LLPs in India. |
43
| >> |
Has Ministry adopted a “Consultative Approach” while bringing out the LLP Act? |
43
| >> |
What are the restrictions in respect of minimum and maximum number of partners in an LLP? |
44
| >> |
Can a body corporate be a partner of an LLP? |
44
| >> |
What are the qualifications for becoming a partner? |
44
| >> |
What are the requirements in respect of “Designated Partners”? |
44
| >> |
Who can be a “Designated Partner”? |
44
| >> |
Should the number of designated partners resident in India not be more than partners from outside India? |
44
| >> |
Would there be any requirement of ‘Identification number’ of Designated Partner? Would Designated Partners be subject to any other condition/ requirement before they are appointed as such? |
45
| >> |
How the mutual rights and duties of partners inter-se and those of partners and LLPs would be governed? |
45
| >> |
Would LLP Agreement be mandatory for all LLPs? |
45
| >> |
What are the registration formalities relating to LLPs? |
45
| >> |
What are the broad provisions of the Act in respect of names of LLPs? |
45
| >> |
Can LLP give any other address (besides its registered office) for the purpose of receiving communication from Registrar? |
46
| >> |
How can a person become a partner of an LLP? |
46
| >> |
How can an existing partner cease to be a partner of an LLP? |
46
| >> |
What will be the obligation of a partner in case he changes his name or address? |
46
| >> |
What is the manner in which a partner of an LLP can bring his contribution? How will it be recorded/disclosed in the accounts? |
46
| >> |
Whether a partner would be able to give loan to or transact other commercial transactions with LLP? What will be his rights and obligations in this regard? |
47
| >> |
Whether a partner would be able to transfer his ‘economic rights’? |
47
| >> |
What are liabilities of a partner of an LLP? |
47
| >> |
Whether a ‘Partner by holding out’ will be liable under the Act? |
47
| >> |
How will penal action on errant partners who are not residents of India be taken? |
48
| >> |
What is “Small limited liability partnership”? |
48
| >> |
Would every LLP be required to maintain and file accounts? |
48
| >> |
Would audit of all LLPs be mandatory? |
48
| >> |
Are there any provisions in respect of ‘mandatory insurance’ in the Act? |
49
| >> |
Whether any Annual Return is required to be filed by LLP? |
49
| >> |
Would the Registrar have any power to call for information from LLPs? |
49
| >> |
Which documents will be available for public inspection in the office of Registrar? |
49
| >> |
How would compliance management (i.e. ensuring that LLPs file their documents with Registrars timely and otherwise comply with other procedural requirements under the Act) be ensured in the Act? |
49
| >> |
What are the measures, which can be taken against an LLP, which has engaged in fraudulent activities? |
50
| >> |
What will be the role of Government in regulation of LLPs? How will the Act be able to prevent ‘fly-by-night’ promoters or LLPs vanishing after incorporation? |
50
| >> |
What is the tax treatment being provided for LLPs? |
50
| >> |
Would other business entities like firm or company be able to convert themselves into LLP? |
51
| >> |
Would LLP be able to convert itself into company under the Companies Act, 2013? |
51
| >> |
What is the treatment vis-a-vis stamp duty, both in terms of original incorporation and conversion from other business structures? Would there be any stamp duty exemption in case of conversion? |
51
| >> |
What are the requirements and consequences provided in the Act in respect of licences, permits, approvals, etc. obtained by a firm, private company or an unlisted public company, prior to its conversion into LLP? |
51
| >> |
Whether two LLPs would be allowed to merge? |
51
| >> |
Would offences be compounded under the LLP Act? Is any protection to whistle-blowers exists in the Act? |
51
| >> |
Which authority is empowered to prescribe Accounting and Auditing Standards for LLPs? |
52
| >> |
Would provisions of Companies Act, 2013 be applicable to LLPs? |
52
| >> |
Whether Act does contain any provision for establishment of Special Court? |
52
| >> |
Explain the provisions relating to Registration Offices. |
52
| >> |
What are the provisions for adjudicating officers introduced under the Act? |
53
| >> |
Give brief description about decriminalisation of offences for LLPs |
53
| >> |
What are the provisions in the Act for striking off defunct LLPs? Whether LLPs would be allowed a less stringent framework for closing of business? |
53
| >> |
What would be the provisions in respect of winding- up of LLPs? |
53
| >> |
Part II : Incorporation of LLP |
54
| >> |
CHAPTER 10 : Steps for Incorporating Limited Liability Partnership |
55
| >> |
Formation of LLP |
55
| >> |
Procedure for incorporating LLP |
55
| >> |
CHAPTER 11 : Designated Partner’s Identification Number |
60
| >> |
Meaning of certain terms |
60
| >> |
Designated Partner Identification Number (DPIN) |
60
| >> |
Procedure for obtaining DPIN/DIN |
61
| >> |
Allotment of DPIN through Form FiLLiP |
63
| >> |
ANNEXURE |
63
| >> |
Form DIR-3 -- Application for Allotment of Director Identification Number before Appointment in an Existing Company or LLP |
63
| >> |
Form DIR-6 -- Intimation of Change in Particulars of Director/Designated Partner to be given to the Central Government |
66
| >> |
CHAPTER 12 : Digital Signatures |
69
| >> |
Introduction |
69
| >> |
What is a digital signature |
69
| >> |
Legal provisions under Information Technology Act, 2000 relating to digital signature |
70
| >> |
Digital signature certificate and MCA 21 |
71
| >> |
Role check for digital signature |
73
| >> |
How to sign a document digitally |
73
| >> |
FAQs on “Digital Signature Certificate” issued by MCA |
76
| >> |
CHAPTER 13 : Selection and Reservation of Name of Limited Liability Partnership |
78
| >> |
Selecting a name -- Basic considerations |
78
| >> |
Application for reservation of name |
80
| >> |
Rectification of name of LLP [Section 17] |
81
| >> |
Application for direction to change name in certain circumstances |
82
| >> |
Allotment of new name to existing LLP |
83
| >> |
Change of registered name [Section 19] |
83
| >> |
Foreign LLPs |
84
| >> |
Publication of name |
85
| >> |
ANNEXURE 1 |
85
| >> |
Form RUN-LLP -- Reserve Unique Name-LLP |
85
| >> |
Form No. 5 -- Notice for Change of Name |
86
| >> |
Form No. 23 -- Application for direction to Limited Liability Partnership (LLP) to change its name |
87
| >> |
Form No. 25 -- Application for reservation/renewal of name by a Foreign Limited Liability Partnership (FLLP)/Foreign Company |
89
| >> |
Instructions for Filling of Form RUN-LLP |
91
| >> |
Instructions for Filling of Form 5 |
97
| >> |
Instructions for Filling of Form 23 |
104
| >> |
Instructions for Filling of Form 25 |
111
| >> |
ANNEXURE 2 |
117
| >> |
Emblems and Names (Prevention of Improper Use) Act, 1950 |
117
| >> |
CHAPTER 14 : Registered Office of Limited Liability Partnership |
122
| >> |
Introduction |
122
| >> |
Registered office of limited liability partnership |
122
| >> |
Purpose of having registered office |
122
| >> |
Modes of serving the documents |
123
| >> |
Publication of address of registered office |
124
| >> |
Other address |
124
| >> |
Shifting of registered office from one place to another |
125
| >> |
Penalty for contravention of section 13 |
126
| >> |
ANNEXURE |
126
| >> |
Form No. 12 -- Form for intimating other address for service of documents |
126
| >> |
Form No. 15 -- Notice for change of place of registered office |
128
| >> |
Instructions for Filling of Form 12 |
131
| >> |
Instructions for Filling of Form 15 |
137
| >> |
CHAPTER 15 : Incorporation Document of Limited Liability Partnership |
145
| >> |
Incorporation Document -- Meaning |
145
| >> |
Contents of Incorporation Document |
145
| >> |
Intimation to be given to applicant for requiring information or removing defects in application and re-submit the same |
148
| >> |
Where foreign nationals residing outside India seek to register LLP |
148
| >> |
Statement for declaration of compliance |
148
| >> |
Attachments |
149
| >> |
ANNEXURE |
150
| >> |
Form FiLLiP -- Form for Incorporation of Limited Liability Partnership |
150
| >> |
LLP Form No. 9 -- Consent by Designated Partners |
169
| >> |
Instructions for Filling of Form FiLLiP |
170
| >> |
CHAPTER 16 : Limited Liability Partnership Agreement |
184
| >> |
Meaning |
184
| >> |
Filing of limited liability partnership agreement |
184
| >> |
Changes in limited liability partnership agreement |
185
| >> |
Usual contents of the limited liability partnership agreement as per Form 3 |
185
| >> |
Further contents essential to LLP Agreement in view of compliance with Income Tax Act |
185
| >> |
Fees |
186
| >> |
Ratification of LLP agreement made after incorporation of LLP |
186
| >> |
Format of limited liability partnership agreement |
186
| >> |
Stamp duty |
187
| >> |
Annexure 1 : Provisions Regarding Matters Relating to Mutual Rights and Duties of Partners and Limited Liability Partnership and its Partners Applicable in the Absence of Any Agreement on Such Matters |
187
| >> |
Annexure 2 |
188
| >> |
LLP Form No. 3 -- Information with regard to Limited Liability Partnership Agreement and changes, if any, made therein |
188
| >> |
LLP Form No. 4 -- Notice of appointment, cessation, change in Name/ Address/Designation of a Designated Partner or Partner and Consent to become a Partner/Designated Partner |
194
| >> |
Instructions for Filling of Form 3 |
202
| >> |
Instructions for Filling of Form 4 |
212
| >> |
CHAPTER 17 : Sample LLP Agreements |
227
| >> |
CHAPTER 18 : Supplemental LLP Agreements |
240
| >> |
Admission of a new partner into LLP |
240
| >> |
Retirement of a partner |
241
| >> |
Change in profit sharing ratio |
243
| >> |
CHAPTER 19 : Specimen Business Clauses |
244
| >> |
Agency business |
244
| >> |
Automobiles |
244
| >> |
Building material |
245
| >> |
Business and trade promotion association |
245
| >> |
Cement and its products |
245
| >> |
Computer business |
246
| >> |
Construction |
246
| >> |
Consultants |
246
| >> |
Containers |
246
| >> |
Courier services |
247
| >> |
Dairy products |
247
| >> |
Engineering contractors and advisors |
247
| >> |
Finance business |
247
| >> |
Financial advisors |
247
| >> |
Food items |
248
| >> |
Hospitality |
248
| >> |
Loan and finance |
248
| >> |
Management consultants |
248
| >> |
Marbles and tiles |
248
| >> |
Metal rolling |
249
| >> |
Minerals and ores |
249
| >> |
Money lending and financing |
249
| >> |
Periodicals |
249
| >> |
Printers and publishers |
249
| >> |
Ready made garments |
249
| >> |
Real estate |
250
| >> |
Restaurants and parlours |
250
| >> |
Stone and marble |
250
| >> |
Techno Consultants |
250
| >> |
Trading business |
250
| >> |
Transport |
251
| >> |
CHAPTER 20 : Procedure for Incorporating New LLP |
252
| >> |
User Registration |
252
| >> |
Obtain Designated Partners Identification Number (DPIN) |
252
| >> |
Digital Signature Certificate |
252
| >> |
Reservation of name |
253
| >> |
Incorporation of LLP |
253
| >> |
Filing of LLP Agreement (Form-3) |
254
| >> |
CHAPTER 21 : Fees Payable to Registrar of Companies |
255
| >> |
Fee for Registration of limited liability partnership |
255
| >> |
Difference in fee |
255
| >> |
Fee for filing documents and forms |
255
| >> |
Fee for inspection of documents |
256
| >> |
Fee for filing form, etc. by foreign LLP |
256
| >> |
Modes of payment of fees |
257
| >> |
Electronic mode of payment of fees |
257
| >> |
CHAPTER 22 : Certificate of Incorporation |
258
| >> |
Incorporation by registration |
258
| >> |
Conclusive evidence |
258
| >> |
Certificate of Incorporation |
258
| >> |
Effect of registration |
259
| >> |
ANNEXURE |
259
| >> |
Form No. 16 -- Certificate of Incorporation |
259
| >> |
Form No. 16A -- Certificate of Incorporation Pursuant to Change of Name Due to Order of Regional Director not being Complied |
260
| >> |
Part III : Conversion of Entities |
261
| >> |
CHAPTER 23 : Conversion of Partnership Firm into Limited Liability Partnership |
262
| >> |
Terms defined [Para 1 of the Second Schedule] |
262
| >> |
Conversion from firm into limited liability partnership [Para 2 of the Second Schedule] |
262
| >> |
Eligibility for conversion [Para 3 of the Second Schedule] |
263
| >> |
DPIN and DSC for Designated partners |
263
| >> |
Reservation of name |
263
| >> |
Statements to be filed with the Registrar [Para 4 of the Second Schedule] |
263
| >> |
Fees |
264
| >> |
Registration of conversion [Section 58(1) read with para 5 of the Second Schedule] |
264
| >> |
Information to Registrar of Firms |
265
| >> |
Refusal by the Registrar to register [Para 6 of the Second Schedule] |
265
| >> |
Effect of registration [Section 58(4) read with para 7 of the Second Schedule] |
265
| >> |
Registration in relation to property [Para 8 of the Second Schedule] |
266
| >> |
Proceedings which are pending [Para 9 of the Second Schedule] |
266
| >> |
Continuance of conviction, ruling, order or judgment [Para 10 of the Second Schedule] |
266
| >> |
Existing agreements [Para 11 of the Second Schedule] |
266
| >> |
Existing contracts, etc. [Para 12 of the Second Schedule] |
266
| >> |
Continuance of employment [Para 13 of the Second Schedule] |
266
| >> |
Existing appointment, authority or power [Para 14 of the Second Schedule] |
267
| >> |
Application of paras 7 to 14 of the Schedule [Para 15 of the Second Schedule] |
267
| >> |
Partner liable for liabilities and obligations of firm before conversion [Para 16 of the Second Schedule] |
267
| >> |
Notice of conversion in correspondance [Para 17 of the Second Schedule] |
267
| >> |
ANNEXURE |
268
| >> |
Form No. 14 -- Form for Intimating the Registrar of Firms/Registrar of Companies of Conversion of the Firm/Company into Limited Liability Partnership |
268
| >> |
LLP Form No. 17 -- Application and statement for the conversion of a firm into Limited Liability Partnership (LLP) |
270
| >> |
Form No. 19 -- Certificate of Registration on Conversion of to |
274
| >> |
CHAPTER 24 : Conversion of Private Company into Limited Liability Partnership |
275
| >> |
Terms defined [Para 1 of the Third Schedule] |
275
| >> |
Eligibility for conversion of private companies into limited liability partnership [Para 2 of the Third Schedule] |
276
| >> |
DPIN and DSC for Designated partners |
276
| >> |
Reservation of name |
276
| >> |
Statements to be filed with the Registrar [Para 3 of the Third Schedule read with Rule 39(1) of the LLP Rules, 2009] |
276
| >> |
Fees |
277
| >> |
Registration of conversion [Section 58(1) read with rule 32(1) and rule 39(2) of the LLP Rules, 2009 and para 4 of the Third Schedule] |
278
| >> |
Information to Registrar of Companies [Proviso to para 4 of the Third Schedule] |
278
| >> |
Refusal by Registrar to register [Para 5 of the Third Schedule] |
279
| >> |
Effect of registration [Section 58(4) read with para 6 of the Third Schedule] |
279
| >> |
Registration in relation to property [Para 7 of the Third Schedule] |
279
| >> |
Pending proceedings [Para 8 of the Third Schedule] |
279
| >> |
Continuance of conviction, ruling, order or judgement [Para 9 of the Third Schedule] |
280
| >> |
Existing agreements [Para 10 of the Third Schedule] |
280
| >> |
Existing contracts, etc. [Para 11 of the Third Schedule] |
280
| >> |
Continuance of employment [Para 12 of the Third Schedule] |
280
| >> |
Existing appointment, authority or power [Para 13 of the Third Schedule] |
280
| >> |
Application of paras 6 to 13 of Schedule [Para 14 of the Third Schedule] |
280
| >> |
Notice of conversion in correspondance [Para 15 of the Third Schedule] |
281
| >> |
ANNEXURE |
281
| >> |
LLP Form No. 18 -- Application and Statement for Conversion of a Private Company/Unlisted Public Company into Limited Liability Partnership (LLP) |
281
| >> |
Form No. 19 -- Certificate of Registration on Conversion of to |
285
| >> |
CHAPTER 25 : Conversion of Unlisted Company into Limited Liability Partnership |
286
| >> |
Terms defined [Para 1 of the Fourth Schedule] |
286
| >> |
Conversion of company (unlisted) into limited liability partnership [Para 2 of the Fourth Schedule] |
287
| >> |
Eligibility for conversion [Para 3 of the Fourth Schedule] |
287
| >> |
DPIN and DSC for Designated partners |
287
| >> |
Reservation of name |
287
| >> |
Statements to be filed [Para 4 of the Fourth Schedule] |
287
| >> |
Fees |
288
| >> |
Registration of conversion [Section 58(1) read with rule 32(1) and rule 40(2) of the LLP Rules, 2009 and para 5 of the Fourth Schedule] |
289
| >> |
Information to Registrar of Companies [Proviso to para 5 of the Fourth Schedule] |
289
| >> |
Refusal by Registrars to registrer [Para 6 of the Fourth Schedule] |
289
| >> |
Effect of Registration [Section 58(4) read with para 7 of the Fourth Schedule] |
290
| >> |
Registration regarding property [Para 8 of the Fourth Schedule] |
290
| >> |
Proceedings which are pending [Para 9 of the Fourth Schedule] |
290
| >> |
Continuance of conviction, reling, order or judgment [Para 10 of the Fourth Schedule] |
290
| >> |
Existing agreements [Para 11 of the Fourth Schedule] |
290
| >> |
Existing contracts, etc. [Para 12 of the Fourth Schedule] |
291
| >> |
Continuance of employment [Para 13 of the Fourth Schedule] |
291
| >> |
Existing appointment, authority or power [Para 14 of the Fourth Schedule] |
291
| >> |
Application of paras 7 to 14 [Para 15 of the Fourth Schedule] |
291
| >> |
Notice of conversion in correspondence [Para 16 of the Fourth Schedule] |
291
| >> |
ANNEXURE |
292
| >> |
LLP Form No. 18 -- Application and Statement for Conversion of a Private Company/Unlisted Public Company into Limited Liability Partnership (LLP) |
292
| >> |
Form No. 19 -- Certificate of Registration on Conversion of to |
295
| >> |
CHAPTER 26 : Conversion of LLP into a Company Authorised to Register Under Companies Act, 2013 |
297
| >> |
Legal principles constituting basis of conversion under Part I of Chapter XXI of the Companies Act, 2013 |
297
| >> |
Companies capable of being registered include limited liability partnership [Section 366 of the Companies Act, 2013] |
298
| >> |
Requirement of consent of majority of members |
299
| >> |
Companies not capable of being registered under Part I of Chapter XXI |
299
| >> |
LLP to be registered as a company limited by shares |
299
| >> |
Procedural aspects of conversion of LLP into company |
300
| >> |
ANNEXURE |
306
| >> |
Form No. URC-1 -- Application by a Company for Registration under Section 366 |
306
| >> |
Form No. URC-2 -- Advertisement Giving Notice about Registration under Part I of Chapter XXI of the Act |
309
| >> |
Form No. INC-11 -- Certificate of Incorporation |
310
| >> |
Part IV : Partners’ Relations, Liabilities and Contributions |
312
| >> |
CHAPTER 27 : Introduction |
313
| >> |
Partner -- Definition |
313
| >> |
Who may be a partner |
313
| >> |
Disqualifications |
313
| >> |
Minor as partner |
314
| >> |
Minimum number of partners |
315
| >> |
Maximum number of partners |
315
| >> |
Rights of partners |
315
| >> |
Modes of cessation of partnership interest [Section 24(1) and (2)] |
316
| >> |
Notice of cessation [Section 24(3)] |
316
| >> |
Liability of former partner [Section 24(4)] |
317
| >> |
Rights of former partner [Section 24(5)] |
317
| >> |
Changes in partners and its registration |
317
| >> |
ANNEXURE |
319
| >> |
LLP Form No. 4 -- Notice of appointment, cessation, change in Name/ Address/Designation of a Designated Partner or Partner and Consent to become a Partner/Designated Partner |
319
| >> |
Form No. 6 -- Intimation of particulars of Name and Address of a Partner/ Change in such Particulars by a Partner to the LLP |
326
| >> |
Instructions for Filling of Form 4 |
330
| >> |
CHAPTER 28 : Contributions |
345
| >> |
Form of contribution [Section 32] |
345
| >> |
Valuation of contribution |
345
| >> |
Obligation to contribute [Section 33] |
345
| >> |
Register of significant beneficial owners in a limited liability partnership |
346
| >> |
CHAPTER 29 : Partners and Their Relationship |
349
| >> |
Eligibility to be a partner [Section 22] |
349
| >> |
Relationship of partners of a limited liability partnership [Section 23] |
349
| >> |
Annexure : Provisions Regarding Matters Relating to Mutual Rights and Duties of Partners and Limited Liability Partnership and its Partners Applicable in the Absence of any Agreement on Such Matters |
350
| >> |
CHAPTER 30 : Liability of Limited Liability Partnership and Partners |
352
| >> |
Extent of liability of limited liability partnership [Section 27] |
352
| >> |
Extent of liability of partner [Section 28] |
353
| >> |
Principle of holding out [Section 29] |
353
| >> |
Unlimited liability for fraud [section 30] |
353
| >> |
Whistle blowing [Section 31] |
354
| >> |
CHAPTER 31 : Designated Partner |
355
| >> |
Definition |
355
| >> |
Desingnated partners [Section 7] |
355
| >> |
Who will be a designated partner [Section 7(2)] |
355
| >> |
Consent [Section 7(3) read with rule 7] |
355
| >> |
Filing of consent with the Registrar [Section 7(4) read with rule 8] |
356
| >> |
Eligibility of a designated partner [Section 7(5)] |
356
| >> |
Designated Partner Identification Number [Section 7(6)] |
356
| >> |
Designated partner’s liabilities [Section 8] |
357
| >> |
Any change in designated partners |
357
| >> |
Penalty |
357
| >> |
Power of the Central Government under section 67 |
358
| >> |
Disqualifications to become Designated partner |
358
| >> |
Number of Designated Partnerships |
359
| >> |
Vacation of Office of Designated Partner |
360
| >> |
ANNEXURE |
361
| >> |
LLP Form No. 9 -- Consent by Designated Partners |
361
| >> |
CHAPTER 32 : Transfer of Partnership Rights |
362
| >> |
Transferable interest of a partner |
362
| >> |
Rights of transferee |
362
| >> |
Part V : Accounts, Audit & Investigation |
363
| >> |
CHAPTER 33 : Financial Disclosures |
364
| >> |
Requirement as to keeping of books of account |
364
| >> |
Maintenance of books of account and other records |
364
| >> |
Preparation of Statement of Account and Solvency |
364
| >> |
Filing of Statement of Account and Solvency with Registrar [Section 34(3)] |
365
| >> |
Place of maintenance of books of accounts |
365
| >> |
Preservation of books of account |
365
| >> |
Signature |
365
| >> |
Inspection of documents kept by Registrar [Section 36] |
365
| >> |
Registrar’s power to obtain information [Section 38] |
366
| >> |
Penalties |
366
| >> |
Enforcement of duty to make returns, etc. [Section 41] |
367
| >> |
ANNEXURE |
368
| >> |
LLP Form No. 8 -- Statement of Account & Solvency and Charge Filing |
368
| >> |
CHAPTER 34 : Audit |
378
| >> |
Appointment of auditor |
378
| >> |
Appointment -- By whom |
379
| >> |
Qualification of an auditor |
379
| >> |
Requirements as to holding of office as auditor |
379
| >> |
Re-appointment of auditor |
379
| >> |
Remuneration |
380
| >> |
Removal of an auditor |
380
| >> |
Resignation of an auditor |
380
| >> |
Setting of Accounting and Auditing standards [Section 34A] |
380
| >> |
CHAPTER 35 : Annual Return |
381
| >> |
Limited liability partnership required to file Annual Return |
381
| >> |
Filing of Annual Return |
381
| >> |
Form of Annual Return |
381
| >> |
Certificate accompanied with the annual return |
381
| >> |
Fees |
382
| >> |
Penalty |
382
| >> |
ANNEXURE |
382
| >> |
LLP Form No. 11 -- Annual Return of Limited Liability Partnership (LLP) |
382
| >> |
CHAPTER 36 : Preservation of Books, Registers and Records |
387
| >> |
Preservation of documents by the Registrar |
387
| >> |
Destruction of old records by Registrar |
387
| >> |
Preservation of documents relating to limited liability partnership in operation |
388
| >> |
Destruction of documents relating to foreign limited liability partnership |
389
| >> |
Records of documents destroyed to be maintained |
389
| >> |
Application of other rules not barred |
389
| >> |
CHAPTER 37 : Procedure for Investigation |
390
| >> |
Inspection of books and papers of a limited liability partnership |
390
| >> |
Who may order for investigation |
391
| >> |
Appointment of inspector |
391
| >> |
Amount of security on application by partners |
391
| >> |
Power of inspector to carry to investigation into affairs of related entities, etc. |
392
| >> |
Duties of Designated Partners and Partners |
392
| >> |
Powers of inspector |
393
| >> |
Seizure of documents [Section 48] |
393
| >> |
Inspector’s report |
394
| >> |
Evidentiary value of inspector’s report |
395
| >> |
Application for winding-up of limited liability partnership |
395
| >> |
Proceedings for recovery of damages or property |
395
| >> |
Expenses of Investigation |
396
| >> |
Penalty for non-compliance of provisions of section 47 |
396
| >> |
Prosecution |
397
| >> |
Part VI : Compromise, Arrangement and Reconstruction |
398
| >> |
CHAPTER 38 : Compromise and Arrangement -- Basics |
399
| >> |
Introduction |
399
| >> |
Meaning of certain terms |
399
| >> |
Parties to compromise or arrangement |
400
| >> |
Who may apply |
400
| >> |
CHAPTER 39 : Power of Compromise or Arrangement |
401
| >> |
Power to compromise or make arrangement with creditors or partners |
401
| >> |
Procedure |
401
| >> |
Binding effect of sanctioned scheme |
403
| >> |
Effect of order of Tribunal |
404
| >> |
ANNEXURE |
405
| >> |
Form No. 20 -- Affidavit in Support of Summons |
405
| >> |
Form No. 21 -- Summons for Directions to Convene a Meeting under Section 60(1) |
406
| >> |
Form No. 26 -- Form of Proxy |
407
| >> |
CHAPTER 40 : Enforcement of Compromise or Arrangement by Tribunal |
408
| >> |
Power of Tribunal to enforce compromise and arrangement [Section 61] |
408
| >> |
Revival and rehabilitation of LLPs |
408
| >> |
Provisions for facilitating reconstruction |
411
| >> |
ANNEXURE |
413
| >> |
LLP Form No. 22 -- Notice of intimation of order of Court/Tribunal/ Central Government to the Registrar |
413
| >> |
Part VII : Foreign Limited Liability Partnership |
417
| >> |
CHAPTER 41 : Reservation of Name of Foreign LLPs |
418
| >> |
Foreign LLPs -- Meaning of |
418
| >> |
Selecting a name -- Basic consideration |
418
| >> |
Reservation of name |
418
| >> |
ANNEXURE |
419
| >> |
Form No. 25 -- Application for reservation/renewal of name by a Foreign Limited Liability Partnership (FLLP)/Foreign Company |
419
| >> |
CHAPTER 42 : RBI’s Permission for Establishment of Place of Business in India |
421
| >> |
Introduction |
421
| >> |
Establishment of branch or liaison office in India |
421
| >> |
Establishment of project office in India [Regulation 5(ii)] |
422
| >> |
Permitted activities for branch and liaison office [Schedule I and II to Regulations] |
422
| >> |
ANNEXURE |
423
| >> |
Form FNC -- Application for Establishment of Branch/Liaison Office in India |
423
| >> |
CHAPTER 43 : Establishment of Place of Business by Foreign LLPs |
426
| >> |
Introduction |
426
| >> |
Filing of documents [Rule 34(1)] |
426
| >> |
Attachments |
427
| >> |
Fee |
427
| >> |
Certification of documents [Rule 34(2)] |
427
| >> |
Certificate of Incorporation [Rule 34(10)] |
428
| >> |
ANNEXURE |
429
| >> |
LLP Form No. 27 -- Form for registration of particulars by Foreign Limited Liability Partnership (FLLP) |
429
| >> |
Form No. 30 -- Certificate for Establishment of Place of Business in India |
434
| >> |
CHAPTER 44 : Alteration/Modification |
435
| >> |
Basic alterations |
435
| >> |
Other alternations |
435
| >> |
ANNEXURE |
436
| >> |
LLP Form No. 28 -- Alteration in the Documents Filed for Registration by Foreign LLP |
436
| >> |
CHAPTER 45 : Other Provisions in Relation to Foreign LLPs |
442
| >> |
Filing of Statement of Account and Solvency [Rule 34(4)] |
442
| >> |
Translation of documents [Rule 34(5)] |
442
| >> |
Name of foreign LLP to be stated [Rule 34(6)] |
442
| >> |
Service of document [Rule 34(7)] |
443
| >> |
Intention to close the place of business [Rule 34(8)] |
443
| >> |
Electronic filing of documents [Rule 34(9)] |
443
| >> |
Fees [Rule 34(11)] |
443
| >> |
Part VIII : Electronic Filing of Documents |
444
| >> |
CHAPTER 46 : Definitions Relevant to Electronic Filing |
445
| >> |
Certifying Authority |
445
| >> |
Digital Signature |
445
| >> |
Digital Signature Certificate |
446
| >> |
Electronic Record |
446
| >> |
Electronic Registry |
446
| >> |
Electronic Mail |
446
| >> |
Pre-fill |
447
| >> |
Regional Director |
447
| >> |
Registrar |
447
| >> |
Registrar’s Front Office |
447
| >> |
Website |
447
| >> |
CHAPTER 47 : E-filing -- Legal Provisions |
448
| >> |
E-filing |
448
| >> |
Proof as evidence |
451
| >> |
Part IX : Offences and Penalties |
452
| >> |
CHAPTER 48 : Offences and Penalties |
453
| >> |
Introduction |
453
| >> |
Offences by limited liability partnerships [Section 76] |
453
| >> |
Penalties under the Limited Liability Partnership Act, 2008 |
453
| >> |
CHAPTER 49 : Adjudication of Penalties |
462
| >> |
Offences by a limited liability partnership |
462
| >> |
Appointment of Adjudicating officers |
462
| >> |
Imposition of Penalty |
462
| >> |
Maximum Penalty on Small LLP or a Start-up LLP |
463
| >> |
Appeal to the Regional Director |
463
| >> |
Adjudication of Penalties |
464
| >> |
Notice by the adjudicating officer |
464
| >> |
Reply to Notice |
464
| >> |
Physical Appearance |
465
| >> |
Adjournment Order |
465
| >> |
Time limit to pass an order by the adjudicating officer |
465
| >> |
Signing of the order |
465
| >> |
Copy of the order |
465
| >> |
Powers of the adjudicating officer |
466
| >> |
Payment and credit of Penalties |
466
| >> |
Appeal against order of adjudicating officer |
466
| >> |
Registration of appeal |
467
| >> |
Disposal of appeal by Regional Director |
467
| >> |
CHAPTER 50 : Compounding of Offences |
469
| >> |
Compounding of offences |
469
| >> |
Provisions under the LLP Rules, 2009 |
470
| >> |
ANNEXURE |
471
| >> |
LLP Form No. 31 -- Application for Compounding of an Offence under the Act |
471
| >> |
LLP Form No. 22 -- Notice of intimation of order of Court/Tribunal/Central Government to the Registrar |
474
| >> |
CHAPTER 51 : Special Courts |
478
| >> |
Establishment of Special Courts |
478
| >> |
Composition of Special Courts |
478
| >> |
Procedure and Powers of Special Courts |
479
| >> |
Offences at the Same trial |
479
| >> |
Powers of Special Courts to Summary Trial |
479
| >> |
Appeal and Revision |
479
| >> |
Jurisdiction of Courts |
480
| >> |
Cognizance of Offence |
480
| >> |
Part X : Appellate Mechanism |
481
| >> |
CHAPTER 52 : National Company Law Tribunal & Appellate Tribunal |
482
| >> |
Introduction |
482
| >> |
Definition of Tribunal |
482
| >> |
National Company Law Tribunal under the Companies Act, 2013 |
482
| >> |
National Company Law Appellate Tribunal (NCLAT) |
489
| >> |
Procedure to be followed before NCLAT |
490
| >> |
Other provisions as to Tribunal and Appellate Tribunal under the Companies Act, 2013 |
492
| >> |
Part XI : Miscellaneous Provisions |
496
| >> |
CHAPTER 53 : Miscellaneous Provisions |
497
| >> |
Introduction |
497
| >> |
Business transaction of partner with limited liability partnership |
497
| >> |
Applicability of Companies Act, 2013 |
497
| >> |
Registration Offices |
497
| >> |
Establishment of Registration Offices |
497
| >> |
Appointment of Registrars |
498
| >> |
Authentication of documents |
498
| >> |
Payment of additional fee |
498
| >> |
Enhanced punishment |
498
| >> |
Application of other laws not barred |
498
| >> |
Power to make rules |
499
| >> |
Power to remove difficulties |
502
| >> |
Appeal to Tribunal |
502
| >> |
Offences to be Non-cognizable |
503
| >> |
Part XII : Closure of LLP |
505
| >> |
CHAPTER 54 : Defunct Limited Liability Partnership |
506
| >> |
Meaning of “Defunct LLP” |
506
| >> |
Enquiry by registrar |
506
| >> |
Power of Registrar to strike defunct limited liability partnership off register |
506
| >> |
Reasonable opportunity of being heard |
506
| >> |
Related provisions under LLP Rules, 2009 |
506
| >> |
CHAPTER 55 : Introduction to Winding Up |
509
| >> |
Introduction |
509
| >> |
Meaning of winding up |
509
| >> |
Modes of winding up of a limited liability partnership |
509
| >> |
Voluntary winding-up |
509
| >> |
Winding up by the Tribunal |
509
| >> |
Rules for winding up and dissolution |
510
| >> |
CHAPTER 56 : LLP (Winding up and Dissolution) Rules, 2012 -- Overview |
512
| >> |
Introduction |
512
| >> |
Modes of winding up of a limited liability partnership |
512
| >> |
Voluntary winding-up |
512
| >> |
Procedure for voluntary winding up |
512
| >> |
Duties of LLP Liquidator |
518
| >> |
Power of LLP to authorize LLP Liquidator for sale of its property |
518
| >> |
Provisions related to compensation to a partner during liquidation of LLP |
519
| >> |
Distribution of property of LLP in the event of winding up |
519
| >> |
Arrangement between LLP and creditors in the event of winding up |
519
| >> |
Circumstances when a LLP Liquidator or any partner or creditor may apply to the Tribunal |
519
| >> |
Costs of voluntary winding up |
520
| >> |
WINDING UP BY THE TRIBUNAL |
520
| >> |
Circumstances in which LLP may be wound up by Tribunal |
520
| >> |
Eligibility to file a petition for winding up |
520
| >> |
Entitlement of a partner to present a petition |
520
| >> |
Circumstances in which a petition filed by a LLP to be admitted |
521
| >> |
Entitlement of Registrar to present a petition |
521
| >> |
Leave of the Tribunal to be obtained before a petition presented by a contingent or prospective creditor to be admitted |
521
| >> |
Orders that Tribunal make after hearing the petition of winding up |
521
| >> |
Refusal order to wind up the company by Tribunal |
522
| >> |
Power of Tribunal to control Provisional Liquidator to exercise his powers and duties |
522
| >> |
Directions for filing statement of affairs [Rule 28] |
522
| >> |
Procedure of appointment of liquidator in case of winding up by the Tribunal [Rule 29] |
523
| >> |
Grounds on which liquidator can be removed |
523
| >> |
Winding up order to be communicated to liquidator and Registrar |
524
| >> |
The course of action after the winding up order by the Tribunal to be communicated to Registrar or Liquidator |
524
| >> |
Winding up to operate in favour of all creditors and partners |
524
| >> |
Jurisdiction of Tribunal |
524
| >> |
Submission of report by Liquidator |
525
| >> |
Directions of Tribunal on report of Liquidator etc. |
526
| >> |
Custody of LLP's properties |
527
| >> |
Partners, officers, employees, etc. to discover and deliver property, books, etc. and to cooperate with Liquidator [Rule 37] |
527
| >> |
Procedure of the assets to be applied for costs |
528
| >> |
Committee of inspection |
528
| >> |
Submission of periodical reports, etc. to the Tribunal |
530
| >> |
Duties of liquidator |
530
| >> |
Provision for assistance to liquidator |
532
| >> |
Exercise and control of liquidator's powers and duties |
532
| >> |
Books to be kept by Liquidator |
533
| >> |
Audit of liquidator's accounts |
533
| >> |
Payment of debts due by partner |
533
| >> |
Adjustment of rights of partners |
533
| >> |
Control of Central Government over official liquidator as liquidator |
533
| >> |
Inspection or investigation of books of accounts and records of the liquidator |
533
| >> |
Provisions Applicable to Every Mode of Winding Up |
534
| >> |
Debts of all descriptions to be admitted to proof |
534
| >> |
Powers of a LLP liquidator or liquidator subject to sanction of the Tribunal or partners |
534
| >> |
Statement that a LLP is in liquidation |
534
| >> |
Books and papers of LLP to be considered as the prima facie evidence in respect of the winding up procedures |
534
| >> |
Inspection of books and papers by creditors and partners |
535
| >> |
Disposal of books and papers of LLP |
535
| >> |
Information as to pending liquidations to be given by the liquidator |
536
| >> |
Liquidator to make payments into public account of India in the Reserve bank of India or any designated Scheduled bank |
536
| >> |
LLP Liquidator to make payments into Scheduled bank |
536
| >> |
Liquidator or LLP Liquidator not to deposit monies into private bank account |
537
| >> |
Unpaid and Undistributed Assets Account [Rule 60] |
537
| >> |
Meetings to ascertain wishes of creditors or partners |
537
| >> |
LLP liquidator or liquidator to make returns, etc. |
537
| >> |
Court, Tribunal or person, etc. before whom affidavit may be sworn |
538
| >> |
Tribunal to declare dissolution of LLP void |
538
| >> |
Commencement of winding up by Tribunal |
538
| >> |
Exclusion of certain time in computing period of limitation |
539
| >> |
Filing with Registrar and filing fee |
539
| >> |
General proceedings and procedures of winding up |
539
| >> |
Petition for winding up, provisional liquidator, winding up order, and statement of affairs |
539
| >> |
Settlement of list of creditors |
540
| >> |
Meetings of creditors and partners in a winding up by tribunal and of creditors in a voluntary winding up |
540
| >> |
Kinds of meetings held during the course of winding up |
540
| >> |
Application of rules to meetings |
540
| >> |
Notice of meeting |
540
| >> |
Place and time of meeting |
541
| >> |
Notice of first or other meeting to the officers of LLP [Rule 172] |
541
| >> |
Proof of notice |
542
| >> |
Costs of calling meetings at the instance of creditor or partner |
542
| >> |
Chairman of the Meeting |
542
| >> |
Resolution at creditor’s meeting |
542
| >> |
Resolution of partner’s meeting |
543
| >> |
Copies of resolutions to be filed |
543
| >> |
Non-receipt of notice by a creditor or partner |
543
| >> |
Adjournment of meeting |
543
| >> |
Quorum |
543
| >> |
Voting by creditors |
544
| >> |
Admission or rejection of proofs for purposes of voting |
545
| >> |
Report of Tribunal meetings |
545
| >> |
Minutes of proceedings |
545
| >> |
Proxies in relation to meetings in winding-up by Tribunal and to meetings of creditors in a voluntary winding-up |
545
| >> |
Attendance and appearance of creditors and partners |
545
| >> |
Collection and distribution of assets in a winding up by Tribunal |
546
| >> |
Monies due from a partner in a winding up by the Tribunal |
546
| >> |
Examination -- Proceedings and Procedures |
546
| >> |
Application against delinquent partners, designated partners and officers |
546
| >> |
Disclaimer of onerous property |
546
| >> |
Compromise or abandonment of claims |
546
| >> |
Sales by the Liquidators |
546
| >> |
Distributable sum and returns of assets in a winding up by Tribunal |
546
| >> |
Termination of winding up |
547
| >> |
Liquidator to apply for dissolution |
547
| >> |
Dissolution of the LLP |
547
| >> |
Liquidator to pay the balance into public account |
547
| >> |
Conclusion of winding up |
548
| >> |
Application to declare dissolution void |
548
| >> |
Liquidator’s books of account and registers |
548
| >> |
Banking account of the liquidator |
550
| >> |
Investment of surplus funds |
550
| >> |
Filling, audit and inspection of the liquidator’s account |
550
| >> |
Special provisions for voluntary winding up |
550
| >> |
LLP liquidator in voluntary winding up |
551
| >> |
Payment of unclaimed distributable sums and undistributed assets into the LLPs liquidation account in a winding up |
551
| >> |
Cost including expenses, charges or fees |
551
| >> |
Cost, expenses, charges or fees payable out of the assets in a winding up by the Tribunal |
551
| >> |
Miscellaneous provisions |
551
| >> |
Inspection of file |
552
| >> |
Appeal from order of Tribunal to National Company Law Appellate Tribunal |
552
| >> |
Book 3 -- Limited Liability Partnership Act and Rules |
553
| >> |
CHAPTER 57 : Limited Liability Partnership Act, 2008 [As Amended upto Limited Liability Partnership (Amendment) Act, 2021, Effective from 1-4-2022] |
554
| >> |
Chapter I -- Preliminary |
554
| >> |
Short title, extent and commencement. |
554
| >> |
Definitions. |
554
| >> |
Chapter II -- Nature of Limited Liability Partnership |
557
| >> |
Limited liability partnership to be body corporate. |
557
| >> |
Non-applicability of the Indian Partnership Act, 1932. |
558
| >> |
Partners |
558
| >> |
Minimum number of partners. |
558
| >> |
Designated partners |
558
| >> |
Liabilities of designated partners. |
559
| >> |
Changes in designated partners. |
559
| >> |
Punishment for contravention of sections 7, [* * *] and 9 |
560
| >> |
Chapter III -- Incorporation of Limited Liability Partnership and Matters Incidental Thereto |
560
| >> |
Incorporation document. |
560
| >> |
Incorporation by registration. |
561
| >> |
Registered office of limited liability partnership and change therein |
562
| >> |
Effect of registration. |
562
| >> |
Name |
563
| >> |
Reservation of name. |
563
| >> |
Rectification of name of limited liability partnership |
563
| >> |
Omitted vide Limited Liability Partnership (Amendment) Act, 2021, dt. 13-8-2021 |
564
| >> |
Change of registered name. |
565
| >> |
Penalty for improper use of words "limited liability partnership" or "LLP". |
565
| >> |
Publication of name and limited liability. |
565
| >> |
Chapter IV -- Partners and Their Relations |
565
| >> |
Eligibility to be partners. |
565
| >> |
Relationship of partners. |
565
| >> |
Cessation of partnership interest. |
566
| >> |
Registration of changes in partners |
567
| >> |
Chapter V -- Extent and Limitation of Liability of Limited Liability Partnership and Partners |
568
| >> |
Partner as agent. |
568
| >> |
Extent of liability of limited liability partnership. |
568
| >> |
Extent of liability of partner. |
568
| >> |
Holding out. |
569
| >> |
Unlimited liability in case of fraud |
569
| >> |
Whistle blowing. |
570
| >> |
Chapter VI -- Contributions |
570
| >> |
Form of contribution. |
570
| >> |
Obligation to contribute. |
570
| >> |
Chapter VII -- Financial Disclosures |
571
| >> |
Maintenance of books of account, other records and audit, etc. |
571
| >> |
Accounting and auditing standards |
572
| >> |
Annual return |
572
| >> |
Inspection of documents kept by Registrar. |
572
| >> |
Penalty for false statement |
572
| >> |
Power of Registrar to obtain information. |
573
| >> |
Compounding of offences |
573
| >> |
Destruction of old records. |
574
| >> |
Enforcement of duty to make returns, etc. |
574
| >> |
Chapter VIII -- Assignment and Transfer of Partnership Rights |
575
| >> |
Partner's transferable interest. |
575
| >> |
Chapter IX -- Investigation |
575
| >> |
Investigation of the affairs of limited liability partnership. |
575
| >> |
Application by partners for investigation. |
576
| >> |
Firm, body corporate or association not to be appointed as inspector. |
576
| >> |
Power of inspectors to carry out investigation into affairs of related entities, etc. |
576
| >> |
Production of documents and evidence. |
577
| >> |
Seizure of documents by inspector. |
578
| >> |
Inspector's report. |
579
| >> |
Prosecution. |
579
| >> |
Application for winding up of limited liability partnership. |
579
| >> |
Proceedings for recovery of damages or property. |
579
| >> |
Expenses of investigation. |
580
| >> |
Inspector's report to be evidence. |
580
| >> |
Chapter X -- Conversion into Limited Liability Partnership |
581
| >> |
Conversion from firm into limited liability partnership. |
581
| >> |
Conversion from private company into limited liability partnership. |
581
| >> |
Conversion from unlisted public company into limited liability partnership. |
581
| >> |
Registration and effect of conversion. |
581
| >> |
Chapter XI -- Foreign Limited Liability Partnerships |
582
| >> |
Foreign limited liability partnerships. |
582
| >> |
Chapter XII -- Compromise, Arrangement or Reconstruction of Limited Liability Partnerships |
582
| >> |
Compromise, or arrangement of limited liability partnerships |
582
| >> |
Power of Tribunal to enforce compromise or arrangement. |
583
| >> |
Provisions for facilitating reconstruction or amalgamation of limited liability partnerships |
584
| >> |
Chapter XIII -- Winding Up and Dissolution |
585
| >> |
Winding up and dissolution. |
585
| >> |
Circumstances in which limited liability partnership may be wound up by Tribunal. |
586
| >> |
Rules for winding up and dissolution. |
586
| >> |
Chapter XIV -- Miscellaneous |
586
| >> |
Business transactions of partner with limited liability partnership. |
586
| >> |
Application of the provisions of the Companies Act. |
586
| >> |
Establishment of Special Courts |
587
| >> |
Procedure and powers of Special Court |
587
| >> |
Appeal and revision |
588
| >> |
Electronic filing of documents. |
588
| >> |
Registration offices |
588
| >> |
Payment of additional fee |
589
| >> |
Enhanced punishment. |
589
| >> |
Application of other laws not barred. |
590
| >> |
Jurisdiction of Tribunal and Appellate Tribunal |
590
| >> |
Omitted vide Limited Liability Partnership (Amendment) Act, 2021, dt. 13-8-2021 |
590
| >> |
General penalties |
590
| >> |
Power of Registrar to strike defunct limited liability partnership off register. |
591
| >> |
Offences by limited liability partnerships. |
591
| >> |
76A. Adjudication of penalties |
591
| >> |
Jurisdiction of Courts |
593
| >> |
Cognizance of offences |
593
| >> |
Power to alter Schedules. |
594
| >> |
Power to make rules |
594
| >> |
Power to remove difficulties |
597
| >> |
Omitted vide Limited Liability Partnership (Amendment) Act, 2021, dt. 13-8-2021 |
598
| >> |
The First Schedule |
598
| >> |
The Second Schedule |
599
| >> |
The Third Schedule |
603
| >> |
The Fourth Schedule |
606
| >> |
CHAPTER 58 : Limited Liability Partnership Rules, 2009 [As Amended upto Limited Liability Partnership (Amendment) Rules, 2022 and Limited Liability Partnership (Second Amendment) Rules, 2022] |
611
| >> |
Chapter I -- Preliminary |
611
| >> |
Short title and commencement. |
611
| >> |
Definitions. |
611
| >> |
Forms. |
612
| >> |
Authentication of electronic forms. |
613
| >> |
Fees |
613
| >> |
Manner and conditions of filing |
614
| >> |
Chapter II -- Nature of Limited Liability Partnership |
614
| >> |
Consent |
614
| >> |
Filing of consent along with fees |
614
| >> |
Disqualification |
614
| >> |
Chapter III -- Designated Partner's Identification Number |
615
| >> |
Obtaining of Designated Partner's Identification Number |
615
| >> |
Chapter IV -- Incorporation of Limited Liability Partnership |
615
| >> |
Filing of form for incorporation |
615
| >> |
Attachment of document |
616
| >> |
Filing of statement |
617
| >> |
Assigning of LLP identification number |
617
| >> |
Serving of documents |
617
| >> |
Address for service of documents |
618
| >> |
Allotment of new name to existing LLP under sub-section (3) of section 17 |
622
| >> |
Chapter V -- Partners and Their Relations |
623
| >> |
Chapter VI -- Form of Contribution |
624
| >> |
Chapter VII -- Financial Disclosures |
624
| >> |
Disclosure |
624
| >> |
Chapter VIII -- Destruction of Old Records |
627
| >> |
Chapter IX -- Investigations |
628
| >> |
Investigations |
628
| >> |
Chapter X -- Conversion to Limited Liability Partnership |
629
| >> |
Chapter XI -- Foreign Limited Liability Partnership |
630
| >> |
Chapter XII -- Compromise, Arrangement or Reconstruction of Limited Liability Partnerships |
633
| >> |
Chapter XIII -- Electronic Filing of Documents |
638
| >> |
Chapter XIV -- Striking Off Name of Defunct Limited Liability Partnership |
640
| >> |
Adjudication of penalties |
642
| >> |
Appeal against order of adjudicating officer |
645
| >> |
Registration of appeal |
645
| >> |
Disposal of appeal by Regional Director |
646
| >> |
Chapter XV -- Conversion from Firm to Limited Liability Partnership |
646
| >> |
Chapter XVI -- Conversion from Private Company to Limited Liability Partnership |
647
| >> |
Chapter XVII -- Conversion from Unlisted Public Company to Limited Liability Partnership |
647
| >> |
Chapter XVIII -- Compounding of Offences |
647
| >> |