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ROC / LLP Compliance

Closure of LLP
(Strike-Off via Form 24)

When a Limited Liability Partnership becomes defunct, officially striking it off the MCA register is the only way to avoid continuous annual compliance requirements and penalties.


Why Close an Inactive LLP?

An inactive LLP is still legally required to file its Annual Return (Form 11) and Statement of Account & Solvency (Form 8). Non-compliance results in a penalty of ₹100 per day per form. Over just a few years, this can result in liabilities running into lakhs of rupees. To stop this bleeding, you must formally close the LLP.

Eligibility for Strike-Off (Form 24)

Under Rule 37(1)(b) of the LLP Rules, 2009, an LLP can apply for its name to be struck off the register if it meets specific criteria:

  • The LLP has not carried on any business or operation for a period of one year or more.
  • The LLP must have NIL assets and NIL liabilities at the time of application.
  • The LLP's bank account must be formally closed and a certificate provided.
  • All pending ROC returns (up to the date the LLP actually operated) must be filed.

The Strike-Off Procedure

1

Close Bank Accounts & Settle Dues

The LLP must settle any outstanding creditors and completely close its bank account. Obtain a closure certificate from the bank.

2

Consent of Partners

Obtain written consent from all the partners for striking off the name of the LLP.

3

CA Certified Statement of Accounts

A statement of accounts disclosing NIL assets and NIL liabilities, certified by a Chartered Accountant in practice, must be prepared (not older than 30 days from filing).

4

File Form 24

File Form 24 along with an affidavit by the designated partners and an indemnity bond protecting future creditors.

What if the LLP has liabilities?

If the LLP currently has assets or liabilities and cannot pay them off, it cannot use Form 24. It will instead have to undergo a formal Winding Up process under the Insolvency and Bankruptcy Code (IBC) or the LLP Winding Up Rules, which involves appointing a liquidator. Form 24 is strictly a "fast-track" exit for defunct LLPs with clean slates.

Legal Closure Process for LLP

Protect Partners

Avoid the compounding ₹100/day penalty. Close your inactive LLP legally today.

  • Fast Track Form Form 24
  • Inactivity Period Minimum 1 Year
  • Liabilities Must be NIL
Start LLP Closure
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