/ Company Law Compliances

Complete understanding LLP Compliances

COMPLETE UNDERSTANDING LLP COMPLIANCES

COMPLETE UNDERSTANDING LLP COMPLIANCES

  • Limited Liability Partnership (LLP), governed by the LLP Act  2008 came into force on 31/03/2009. The main objective behind such type of partnership was to introduce a type of business form which is a perfect combination of the operational easiness and flexibility of a partnership firm along with the limited liability of its partners which was earlier a limitation of partnership firm formed under Indian Partnership Act, 1932.
  • In an LLP the formation of a partner is quite unique in the sense that there are two designated partners who give their name and consent to become the partner of the concerned LLP, at the time of its formation. Also, none of the partners can be held responsible for any misconduct or negligence leading to imposition of any penalty or causing loss to the LLP.  Just like the directors in a company, the designated partners have the right as well as the duty to manage internal and external business affairs, specifically assigned, in accordance with the LLP Agreement.
  • The partners are responsible for annual compliance of their business in terms of proper maintenance of books of accounts, filing of ITR and filing return with MCA, within the due date prescribed.

BENEFITS OF LLP 

  • PARTNERS ARE THE AGENT OF LLP – One of the main features is that, all the partners of the LLP, shall be agents of such LLP i.e., any act of partners will make the LLP accountable for the same but any partner’s act cannot bind another partner. Thus, partners of the LLP cannot be held liable and responsible for the misconduct or negligence of another partner.
  • CONTROL OVER MANAGEMENT – Partners of LLPs have full control over the business affairs and can freely sort out their management problems.
  • LIMITED LIABILITY – The partners of the LLP are having limited liabilities, which means that in case the assets of the LLP become insufficient to pay any liability, then the partners are liable only to the extent of their contribution and thus cannot be asked to pay from their personal assets.
  • LACK OF REQUISITE MEMBERS – Where the total number of partners reduces to 1, due to any disability or death of any partner, the remaining partner can still continue the business operations, provided a new partner joins the LLP within 6 months from the date, the total partners fall below 2.
  • NUMBER OF PARTNER – Unlike a partnership firm, and LLP shall have a minimum of 2 partners who will be the designated partners. There is no ceiling on the maximum partners.
  • SEPARATE LEGAL ENTITY – LLP, unlike partnership firm, is a body corporate having separate legal entities from its partners. Thus, they can hold assets in their own name and can also sue or be sued by any other person.
  • COST INVOLVED – The cost of formation of LLP is quite lesser than other forms of business and also the compliance cost is also very less.
  • PERPETUAL SUCCESSION – LLP, just like a company is having perpetual succession, which means that the retirement, death, and leaving of firm by any partner or group of partners, will not affect the existence of the LLP.
  • NO MINIMUM CAPITAL REQUIRED – There is no restriction on minimum capital contribution for the formation of the LLP.
  • NO MUTUAL AGENCY – The partners of the LLP cannot be held liable and responsible for the misconduct or negligence of another
  • EASE OF FORMATION – LLP is much simpler and less time consuming in terms of formation.
  • EASE OF COMPLIANCE AND RESTRICTIONS – There are very less restrictions and compliances required to be fulfilled by the LLP.
  • EASE IN RAISING FUNDS – An LLP can get access to funds from Banks and NBFCs, quite easily.

STATUTORY COMPLIANCES

All LLPs are required to get compulsory registration under MCA in India and such LLP is required to file their statement of Accounts and Annual Returns of each financial year, within the prescribed due dates. Generally, there are three compliances commonly required to be fulfilled by a LLP, namely –

  1. Filing of annual return for each of the financial year.
  2. Time filing of Income Tax Returns, on and before the prescribed due date.
  3. Properly prepared books of accounts, prescribed by MCA.

ANNUAL RETURN

  • Annual Return describes the details of LLP’s partners and the same is filed in Form 11. It also states about any changes made in the working of management or its personnel during the respective financial year. Annual return be filed in Form 11, within 60 days from the closure of the respective financial year, with the Registrar of Companies. Thus, the due date is 30th May, coming after the end of the respective financial year.
  • Annual return in Form 11 applies to LLPs formed/registered on and before 30th September. Those registered after 30th September can file their return.

FINANCIAL STATEMENTS

  • Every business, whether a company or an LLP, is required to maintain proper books of accounts, following the principles of the Double Entry System. Along with statement of accounts, a Statement of Solvency (Accounts) is also required to be prepared and submitted, every financial year. For this, Form 8 is required to be filed by the LLP Registrar of Companies on or before 30th October every year.
  • Statement of accounts in Form 8 applies to LLPs formed/registered on and before 30th September . Those registered after 30th September can file their statements.

LLP Compliance

INCOME TAX

  • As per Income Tax Act, 1961, every LLP having annual turnover exceeding Rs.40 lakhs or capital contribution exceeding Rs.25 Lakhs, are required to get their books of account audited by a Practicing Chartered Accountant. In respect of ITR filing, the due date is 30th September coming after the end of the respective financial year, for LLP requiring audit of their books of accounts. Where audit is not required, the said due date is 31st July coming after the end of the respective financial year.
  • Apart from above two due dates, LLPs undertaking international transactions and are required to file Form 3CEB, shall file their ITR, on and before 30th November coming after the end of respective financial year. MCA has prescribed Form ITR5 for LLPs ITR filing. The said form needs to be authorized by the partners using their respective digital signature. The whole process is initiated online on the Income Tax portal and the payment of requisite tax be made using the E-payment modes/options available on the website.

 SUMMARIZED DUE DATES

PARTICULARS DUE DATE
ANNUAL RETURN FORM 11 FOR ANNUAL RETURN 30th MAY, AFTER THE END OF FY
FORM 8 FOR FINANCIAL ACCOUNTS 30th OCTOBER, AFTER THE END OF FY
INCOME TAX RETURN AUDIT NOT REQUIRED 31st JULY, AFTER THE END OF FY
AUDIT REQUIRED 30th SEPTEMBER, AFTER THE END OF FY
REQUIRED TO FILE FORM 3CEB 30th NOVEMBER, AFTER THE END OF FY

BOOKS OF ACCOUNTS

  • As discussed above, every LLP is required to maintain proper books of account on a cash basis or accrual basis and the report of same be submitted each year, on and before 31st March As per Income Tax Act, 1961, every LLP whose annual turnover exceeds Rs.40 lakhs or whose capital contribution exceeds Rs.25 Lakhs, are required to get their books of account audited by a Practicing Chartered Accountant.
  • In case, the LLP fails to comply with the above requirement, they shall be punished with a fine of at least Rs.25,000 and it can extend to Rs.5,00,000. Also, the designated partner, if found guilty, be punished with a penalty of Rs.10,000, which can be extended to Rs.1 Lakh for non-compliance.

SUMMARIZED ANNUAL COMPLIANCES AND PENALTY FOR NON-COMPLIANCE

TYPE OF FORM

DUE DATE

PENALTY FOR NO-COMPLIANCE
FORM 11 FOR ANNUAL RETURN ON AND BEFORE 30th MAY, AFTER THE END OF FY
  1. LLP – MONETARY PENALTY OF RS. 100 FOR EACH DAY OF NON-COMPLIANCE. THE SAID PENALTY SEPARATELY CALCULATED FOR BOTH FORMS.
  2. DESIGNATED PARTNERS – MONETARY PENALTY OF Rs. 10,000, WHICH CAN BE EXTENDED TO Rs. 100,000.

THE ROC MAY ALSO INITIATE LEGAL PROCEEDING IN CASE OF CONSISTENT DEFAULT.
FORM 8 FOR FINANCIAL STATEMENTS ON AND BEFORE 30th OCTOBER, AFTER THE END OF FY

DUE DATE FOR ANNUAL COMPLIANCE 

Upcoming Compliance LLP

FAQs ON LLP COMPLIANCES

Q.: Why are LLPs required to comply with annual compliances?

LLP being a corporate entity registered under MCA, is bound by the legal rules and procedures as given in the LLP Act 2008. Thus, every LLP irrespective of its size has to file Annual returns giving details about its management and financial performance and any delay in any of the compliance, would welcome heavy penalties from the government.

Q.: WHAT BENEFITS COULD BE REAPED BY COMPLYING WITH ANNUAL COMPLIANCES?

Complying with the annual compliances, would relieve the LLP from heavy penalties and frequent government interventions. Compliance would reduce certain legal regulations and day to day interference from authorities.

Q.: What are the ROC Compliances applicable for an LLP?

  • Filing of annual return in Form 11 and Statement of Solvency in Form 8.
  • Communication in respect of change in the registered office of LLP.
  • Any change in the partnership like appointment, death or insolvency of Partners.
  • any change in composition of designated partners or their DIN.
  • Any change in the Capital Contribution of partners of LLP
  • Any alteration in Name and Main objects of the LLP.

Q.: What are the relaxations provided to LLP?

LLP are provided with many relaxations in terms of exemptions from compulsory maintenance of books of accounts, statutory registers, annual general meeting and flexible tax rates. There is no restriction on conducting AGM once in a year.

/ Company Law Compliances

Mandatory LLP Annual Compliance’s

LLP Compliance

LLP Annual Compliance’s

A Limited Liability Partnership (LLP) is a business entity that includes the characteristics of a partnership and a company. The Ministry of Corporate Affairs’ Registrar of Companies regulates LLPs. A limited liability partnership (LLP) is a legal entity that exists independently of its partners and has a perpetual succession. The following are some of the key advantages and forces that LLPs have:

  • The ability to open a bank account.
  • It is a legal body with its own right and Obligation
  • The ability to hire employees.
  • Assets that are movable, immovable, tangible, or intangible are purchased, sold, and held.
  • Ability to sue and be sued.
  • The ability to enter into some kind of legal agreement.

All LLPs are expected to maintain compliance and file such statutory filings with the government each year, in accordance with the powers. The main compliance requirements for an LLP are discussed in this article.

It’s not easy to run a business, whether it’s an LLP, an OPC, or a private limited company. A significant amount of money, time, and dedication is needed. Formalities, registration efforts, GST filings, and plenty of other considerations will make your head spin.

What is an LLP?

  • A Limited Liability Partnership (LLP) is a legal entity that is registered with the Ministry of Corporate Affairs.
  • There must be two people in order to constitute an LLP one of them is must be an Indian citizen and resident of India.
  • Each financial year, the partners in an LLP should be responsible for keeping accurate books of accounts, filing an Income Tax Report, and filing an annual return with the Ministry of Corporate Affairs (MCA).

Benefits of a Limited Liability Partnership include:-

  • LLP, one partner is not responsible or liable for the wrongdoing or negligence of another partner.
  • An LLP’s partners have the authority to run the business directly.
  • The owners of an LLP have limited liability rights.
  • If the number of Partners is reduced to less than two, the single partner will always find a new Partner to fill the vacancy.
  • After incorporation, an LLP may have an unlimited number of partners.
  • If an LLP has only one partner, there is time to find a new one before the LLP is dissolved.
  • It is a legal body with its own right.
  • An LLP will raise funds from partners, banks, and NBFCs, and its assets and liabilities are different from those of the promoters.

Also read :

ALL ABOUT LLP (AMENDMENT) BILL 2021

Checklist for LLP Companies’ Statutory Compliance

    • Every Financial Year, all LLPs registered with the Ministry of Corporate Affairs (MCA) in India must file Statements of Accounts and Annual Returns.
    • Even if the LLP has done business or made a profit, it is required to file a return. When you own an LLP, you must comply with three requirements.
      1. Filing of Annual Return
      2. Books of Account
      3. Filing of Income Tax Returns

Annual Return to a Limited Liability Partnership (LLP)

An LLP’s annual return, also known as Form 11, is a summary of its partners. It also indicates whether or not there has been a change of management. Within 60 days of the end of a financial year, every LLP must file an Annual Return in Form 11 with the Registrar. That is, the Annual Return must be filed annually by the 30th of May.

Also read : Mandatory LLP Annual compliances

Filing of Annual Accounts, Statement of Accounts, Profit and Loss Statement, and Balance Sheet

All LLPs must maintain their books of accounts in the double entry system. Every year ending on March 31st, they must also prepare a Statement of Solvency (Accounts). LLP Form 8 should be registered with the Registrar of Companies on or before the 30th of October each year for this reason.

Filing of Income-tax

If your LLP has a turnover of more than Rs.40 lakhs or a capital of more than Rs.25 lakhs, you must file income tax and get the books of account audited by a Chartered Accountant. The deadline to file an LLP’s tax return, which is expected to have his books verified and examined, is September 30th. The deadline for filing the tax for LLPs where a tax audit is not required is July 31st.

Limited Liability Partnerships (LLPs) that are necessary to file Form 3CEB (LLPs that have engaged in international transactions) have until November 30th to complete their tax filing. LLPs can use Form ITR 5 to file their income tax returns. With the aid of the digital signature of the chosen spouse, the form could be submitted electronically through the income tax website. LLP tax payments may be made either physically or electronically via selected banks.

Forms to be filed   Last date for filing Extended due date
Annual Return (Form 11)   30-May  NA
Accounts (Form 8)   30-Oct  NA
   
Income Tax Return   Last date for filing Extended due date
In case Audit is not required   31- JULY  30-Sept 
In Case Audit is required   31-Oct  30-NOV

Books of Account

On a cash or accrual basis, all LLPs must keep proper books of account. Each year, by the 31st of March, the report must be completed and submitted in a timely manner. When the accounts books are required, they must be presented to the registered office. A Chartered Accountant must audit the accounts of LLPs with a turnover of more than Rs.40 lakhs or capital of more than Rs.25 lakhs.

Any LLP that fails to comply with the Act’s provisions can be fined a minimum of Rs.25,000 and a maximum of Rs.5,00,000. In addition, non-acquiescence could result in a penalty of between Rs.10,000 and Rs.1 lakh for the designated partner.

*The Income Tax Act requires an audit of accounts if the LLP’s annual revenue exceeds one hundred lakh rupees.

  • Running a business, whether as a sole proprietorship, LLP, or a Private Limited Company, is a difficult job.
  • It takes time, resources, and effort, and it necessarily requires knowledge of numerous regulatory and financial formalities.
  • It is important to submit all forms and returns on time. If the Forms are not filed with the Registrar on time, there are severe penalties.

MANDATORY ANNUAL COMPLIANCES

Form No. to be Filed Due Dates Late Fees for non-filling of Form-8 & Form-11
1. Form 11
(Annual Return of LLP)		 Within 60 days from the end of Every Financial Year For LLP: Per day penalty of Rs. 100 till the filing is completed
So for example: When the Form 11 and Form 8 of the LLP is not filed within the due dates and for example the delay is of 100 days for each form then the Government penalty fees will be:·         The penalty amount ranges from Rs. 10,000 (i.e. @ Rs. 100 per day for 100 Days) in case of Form-11+The penalty amount ranges fromRs. 10,000 (i.e. @ Rs. 100 per day for 100 Days) in case of Form-8·         For Designated Partner: The penalty amount ranges From Rs. 10,000 to Rs. 100,000·         ROC can issue Notice to LLP and start the legal proceedings
2. Form 8 Filing
(Statement of Accounts & Solvency of LLP)		 Within 30 days from the end of 6 months from the closure of Every Financial Year

MCA LLP Forms 3, 8, 11, and KYC Due Dates 

MCA has communicated its decision via its “general circular to provide additional time for filling out certain forms that are due between April 1, 2021, and May 31, 2021, without any additional charge, as per the companies act 2013 and the LLP Act 2008. If an LLP was formed before October 1, 2020, it will be exempt from the tax.

  • The LLP’s first financial year will end on March 31, , and it will be required to file its Annual Return in “Form-11” on or before May 30, , and its
  • Form-8 (Declaration of Solvency) is to be filed on or before October 30; however, the due date of “Form 11” has been extended til July 31, without any late fees, through the release of this General Circular.

Time-limit of LLP Forms under MCA 

  • Form-3 – It is to be filed within 30 days of the Incorporation of an LLP
  • And Form-8 – It is to be filed on or before October 30,
  • Moreover Form-11 – It is to be filed on or before July 31,
  • Director KYC – It is t be filed on or before September 30,

Frequently asked Question’s (FAQ’s) on LLP Compliance

  1. Why LLP ROC Compliance is required?

    • The LLP Act 2008 establishes the legal rules and procedures that govern the operation of LLPs.
    • Every LLP, regardless of size, is required to file annual returns detailing its management and financial results.
    • The ROC is a authorized govt department office under the Ministry of Corporate Affairs that monitors the compliance of limited liability partnerships (LLPs) that fall under its jurisdiction.

  1. What are the 3 benefits of AMC for LLPs?

    • Many LLPs are unable to meet filing deadlines and face significant penalties as a result.
    • Any entrepreneur must concentrate on their company and delegate legal matters to capable and trustworthy professionals.
    • AMC offers significant cost savings.

  1. What are the ROC Compliances applicable for an LLP?

    • There are the certain ROC forms filed by an LLPs is
Mandatory Annual Compliance’s
Form-11 Annual Return of Limited Liability Partnership (LLP)
Form-8 Statement of Account & Solvency
Frequently Forms used by the LLPs
Form FiLLiP Form for Incorporation of Limited Liability Partnership
Form-3 Information with regard to limited liability partnership agreement and changes, if any, made therein
Form-4 Notice of appointment, cessation, change in name/ address/designation of a designated partner or partner. and consent to become a partner/designated partner
Form-5 Notice for change of name
Form-15 Notice for change of place of registered office
Form-17 Application and statement for conversion of a firm into Limited Liability Partnership (LLP)
Form-18 Application and Statement for conversion of a private company/ unlisted public company into limited liability partnership (LLP)
Form-24 Application to the Registrar for striking off name
Form-25 Application for reservation/ renewal of name by a Foreign Limited Liability Partnership (FLLP) or Foreign Company
Form DIR-3 Application for allotment of Director Identification Number
Form DIR-6 Intimation of change in particulars of Director to be given to the Central Government

  1. What are the Compliance exemptions for LLP?

    • In comparison to a private limited company, an LLP enjoys a number of advantages, including exemptions from the keeping of minute’s books, statutory registers, annual general meetings, and tax rates that are more flexible.

  1. Is a Board meeting to be held for a Limited Liability Partnership?

    • In an LLP, there are no directors; instead they are called as designated Partners who manage the LLP and are kept accountable for compliance.
    • A Board of Directors meeting is usually associated with a Board meeting.
    • In the case of an LLP company, a meeting of the Board of Partners is recommended.

  1. Is Annual General meeting (AGM) applicable to an LLP?

    • No, an LLP does not require an annual general meeting.
    • The AGM is a once-a-year meeting of the Company’s Shareholders.
    • An LLP does not have a concept of shareholding, so there will be no AGM.

  1. Is it necessary to file Forms 8 and 11 even though no transactions occurred during the year?

  • Even if no transaction occurs during the year, the forms must be filed to keep the LLP’s active status. This keeps the MCA informed of the LLP’s current state of affairs.

LIST OF ASSETS AND LIABILITIES

LIST OF ASSETS AND LIABILITIES

/ Business Registration Services

Conversion of Sole Proprietorship to LLP

Conversion of Sole Proprietorship to LLP.

Conversion of Sole Proprietorship to LLP

Should choose to register with the LLP

As eventually as business income increases, several sole proprietors are becoming aware of the need to differentiate their accounts and tax filings from those of the business.

There are several other reasons why the conversion of your sole proprietorship into an LLP is a smart decision. This conversion allows you to take advantage of the dual benefits of keeping your goodwill and brand value in close contact while enjoying perpetual structure. Other key benefits include the following:

  • Expanding business
  • Improved funding options
  • Greater visibility and acceptance of the public
  • Protection of assets
  • Risk management
  • Corporate Tax Profit

Documents are required for LLP conversion

Well, at a later stage, there are procedures to convert the Sole proprietorship business into a company or an LLP. Documents are required for LLP conversion are as follows:

www.carajput.com; Dociment for conversion of LLP

  1. Latest photographs of all partners in the passport size;
  2. Aadhaar Card/Passport/Driving License/Voter ID: proof of identity of each partner;
  3. Each partner’s proof of residence: bank statement/passbook/electricity bill/telephone bill/service bill;
  4. All Partners PAN Card;
  5. Evidence of the proposed registered office-Electricity Bill along with proof of possession of the proposed registered office of the Rent Agreement OR;
  6. Subscribers paper, including each partner’s consent;
  7. Partners’ interest in other entities;
  8. Copy of BR (if Body Corporate is a Partner) (the name and address of the person nominated to act on his behalf as the nominee/designated partner shall also be indicated).

Steps involved in the conversion of a Sole proprietorship into an LLP

  • DSC (Digital Signature Certificate)-

DSC is required and must be obtained by the designated LLP partners. The documents which are required to be submitted contain Identity Proof & Address Proof to receive this DSC.

  • Apply for DPIN (Designated Partner Identification Number)-

The conversion phase is a prerequisite for DPIN. This specific DPIN number should be processed or approved by the appointed partners and they should obtain a provisional DPIN. Partners should provide photos, proof of identity, and proof of address to obtain the DPIN.

  • Application for name availability–

The application to convert the business as an LLP is expected to be completed in the FORM-1 for the organization’s availability of a name. A maximum of 6 names in the order of priority may be suggested by the partner, and the application must then be sent to the respective ROC for approval of the name.

  • Changes if any suggested by the ROC–

If the ROC suggests any change in the name application, it must be complied with and if the ROC finds that the name is not suitable for the business, he/she will reject the name.

  • Documents required–

Several documents must be submitted to the ROC. The MOA or AOA must be submitted immediately after the designated partners have verified it and must be sent for the purpose of printing. A Stamping is also needed for multiple Document such as:

  1. Agreement LLP
  2. Forms 3
  3. The promoters’ signed subscription sheet
  4. LLP Agreement Duly Stamped
  5. Evidence of Registered Office Address
  6. Other forms required: Other forms must be filed along with the ROC, such as Form 32 and letter of Authority or POA.
  • Final procedure:

You must follow up with the ROC and make the required changes to the MOA or AOA or other stated documents as given priority by the ROC to fill in all of the above mandatory documents with the ROC. Below are the mandatory steps to be taken,

  • Upload the forms–The MCA platform must upload all the accurately completed forms. An online service is available for the forms.
  • Fee payment– For the incorporation process, the fees must be charged.
  • Collecting the Incorporation Certificate– after the ROC is satisfied that all the required steps have been properly followed and no errors have occurred during the initial to the final process, he/she will provide the Company with the Incorporation Certificate.

BENEFITS OF PROPRIETORSHIP TURNING INTO LLP

  • The Automated Switch

All the firm’s assets and liabilities become the LLP’s assets and liabilities immediately before the conversion.

  • No Tax on Stamps

All the company’s movable and immovable assets are deposited automatically in the LLP. No transfer instrument is required to be executed, and no stamp duty is therefore required to be paid.

  • No Tax on capital gains

No tax on capital gains is imposed on the transfer of assets from the Sole Proprietorship business to the LLP.

  • Carry forward/Set-Off

The business’s cumulative loss and unabsorbed depreciation is known to be the loss/depreciation of the LLP successor for the previous year in which the conversion was carried out. This failure can also be taken into the possession of the successor LLP for an additional eight years.

  • Expansion of business

You will have more opportunities for business expansion after Conversion into LLP from Sole Proprietorship.

  • Management skills:  

Can have better management skills to effectively run the business as by converting Sole Proprietorship to LLP, because more than one person will operate the business with designated partners skills and mutual terms/agreement

However, the procedures to convert a proprietorship business into a Company or LLP are cumbersome, expensive, and time-consuming. Therefore, it is wise for many entrepreneurs to consider and start an LLP or Company instead of a Proprietorship.

Conclusion :

ROC compliance

IFCCL will understand your business requirements and help you start a Proprietorship by obtaining the relevant registrations. We will help obtain the necessary registrations to help the Proprietor open a bank account in the name of the business, thereby proving an identity for the business.

Rajput Jain & Associates can help startup a Proprietorship in 4 to 7 days, subject to Government processing time. Since the proprietorship is itself not distinguishable from its owner hence there is no registration or approval is required to start a proprietorship business.

/ compliance calendar

Compliance Calendar for the Month of June 2023

Compliance Calendar for the Month of June 2023 ..

Compliance Calendar for the Month of June 2023

Statutory and Tax Compliance Calendar for June 2023

 

S. No. Statue Purpose Compliance Period Due Date Compliance Details
1 Income Tax TDS/TCS Liability Deposit May-23 7-Jun-23 Due date of depositing TDS/TCS liabilities under the Income Tax Act, 1961 for the previous month.
2 GST GSTR-7- TDS return under GST May-23 10-Jun-23 GSTR 7 is a return to be filed by the persons who is required to deduct TDS (Tax deducted at source) under GST.
3 GST GSTR-8- TCS return under GST May-23 10-Jun-23 GSTR-8 is a return to be filed by the e-commerce operators who are required to deduct TCS (Tax collected at source) under GST.
4 GST GSTR-1 May-23 11-Jun-23 1. GST Filing of returns by a registered person with aggregate turnover exceeding INR 5 Crores during the preceding year.
2. Registered person, with aggregate turnover of less than INR 5 Crores during the preceding year, opted for monthly filing of returns under QRMP.
5 GST IFF (Invoice Furnishing Facility) May-23 13-Jun-23 IFF of a registered person with turnover less than INR 5 Crores during the preceding year and who has opted for quarterly filing of return under QRMP.
6 GST GSTR -6 May-23 13-Jun-23 Due Date for filing return by Input Service Distributors.
7 Income Tax TDS Certificate Apr-23 14-Jun-23 Due date for issue of TDS Certificate for tax deducted under sections 194-IA, 194-IB, 194M, and 194S in the month of April, 2023.

Note: Applicable in the case of the specified person mentioned under section 194S.
8 Income Tax Form 24G May-23 15-Jun-23 Due date for furnishing of form 24G by an office of the government where TDS/TCS for the month of May, 2023 has been paid without the production of a challan.
9 Income Tax TDS Certificate Jan to March, 2023 15-Jun-23 Quarterly TDS certificates (in respect of tax deducted for payments other than salary) for the quarter ending March, 2023.The first.
10 Income Tax Advance Tax FY 2023-24 15-Jun-23 ​First installment of advance tax for FY 2023-24.
11 Income Tax TDS Certificate (Form 16) FY 2022-23 15-Jun-23 ​​Certificate of tax deducted at source to employees in respect of salary paid and tax deducted during Financial Year 2022-23.
12 Income Tax Form No. 3BB May-23 15-Jun-23 ​​Due date for furnishing statement in Form no. 3BB by a stock exchange in respect of transactions in which client codes have been modified after registering in the system for the month of May 2023.
13 Income Tax Form No. 64D FY 2022-23 15-Jun-23 ​Furnishing of statement (in Form No. 64D) of income paid or credited by an investment fund to its unit holder for the previous year 2022-23.
14 Labour Law Providend Fund / ESI May-23 15-Jun-23 Due Date for payment of Provident fund and ESI contribution for the previous month.
15 GST GSTR – 3B May-23 20-Jun-23 1. GST Filing of returns by a registered person with aggregate turnover exceeding INR 5 Crores during the preceding year.
2. Registered person, with aggregate turnover of less than INR 5 Crores during the underpreceding year, opted for monthly filing of return under QRMP.
16 GST GSTR -5 May-23 20-Jun-23 GSTR-5 to be filed by Non-Resident Taxable Person for the previous month.
17 GST GSTR -5A May-23 20-Jun-23 GSTR-5A to be filed by OIDAR Service Providers for the previous month.
18 GST Due date of Payment of Tax May-23 25-Jun-23 Due date of payment of GST liability by the registered person whose aggregate turnover was less than INR 5 Crores during preceeding year and who has opted for quarterly filing of return.
19 Income Tax Form No. 3CEK FY 2022-23 29-Jun-23 ​​​Due date for e-filing of a statement (in Form No. 3CEK) by an eligible investment fund under section 9A in respect of its activities in the financial year 2022-23.
20 Company Law DPT-3 FY 2022-23 30-Jun-23 DPT 3 is a return of deposits filed to furnish information about deposits and/or outstanding receipts of loans or money other than deposits.
21 Income Tax TDS Challan cum Statement May-23 30-Jun-23 Due date for furnishing of challan-cum-statement in respect of tax deducted under section 194-IA, 194-IB, 194-M, and 194S in the month of May, 2023.

Note: Applicable in case of a specified person as mentioned under section 194S.
22 Income Tax Securities transaction tax FY 2022-23 30-Jun-23 ​Return in respect of securities transaction tax for the financial year 2022-23.
23 Income Tax Return of non-deduction of TDS Jan to March, 2023 30-Jun-23 ​Quarterly return of non-deduction of tax at source by a banking company from interest on time deposit in respect of the quarter ending March 31, 2023​.
24 Income Tax Form No. 64C FY 2022-23 30-Jun-23 ​Statement to be furnished (in Form No. 64C) by Alternative Investment Fund (AIF) to unitholders in respect of income distributed during the previous year 2022-23.
25 Income Tax Report u/s Section 35AC(4)/(5) FY 2022-23 30-Jun-23 ​​Report by an approved institution/public sector company under section 35AC(4)/(5) for the year ending March 31, 2023.
26 Income Tax Form No. 64B FY 2022-23 30-Jun-23 ​Due date for furnishing of statement of income distributed by business trust to its unit holders during the financial year 2022-23. This statement is required to be furnished to the unit holders in form No. 64B.
27 Income Tax Equalisation Levy statement FY 2022-23 30-Jun-23 ​Furnishing of Equalisation Levy statement for the Financial Year 2022-23.

Compliance Calendar for the Month of June 2023

Extension of time period for filing Form DPT 3

/ compliance calendar

Tax and Statutory Compliance Calendar for Nov 2022

Tax and Statutory Compliance Calendar for Nov 2022.

Tax and Statutory Compliance Calendar for Nov 2022

  • The compliance deadline must be fulfilled, which needs careful planning. So We have created a complete compliance calendar that includes all the important Timeline dates so that you may stay up to date on the statutory & compliance requirements.
  • Here is the prepared tax and Registrar of company & income tax with GST compliance calendar for the deadlines occurring in Nov 2022. It covers the requirements for filing with the registrar of companies (ROC), the OPC annual report, the filing of GST returns, and the filing of taxes.

Goods and Services Tax 

  • Goods and Services Tax : GSTR-1 Oct-22 11-Nov-22 ” GST Filing of returns by a registered person with aggregate turnover exceeding Rs. 5 Cr during the preceding year.  Registered person, with aggregate turnover of less than Rs. 5 Crores during the preceding year, opted for monthly filing of return under Quarterly Returns with Monthly Payment”
  • Goods and Services Tax : IFF (Invoice Furnishing Facility) Oct-22 13-Nov-22 GSTR-1 of a registered person with turnover less than Rs. 5 Cr during the preceding year and who has opted for quarterly filing of return under Quarterly Returns with Monthly Payment.
  • Goods and Services Tax : GSTR -6 Oct-22 13-Nov-22 Due Date for filing return by Input Service Distributors.
  • Goods and Services Tax : GSTR-7- Tax Deduction At Source return under GST Oct-22 10-Nov-22 GSTR 7 is a return to be filed by the persons who are required to deduct Tax Deduction At Source (Tax deducted at source) under Goods and Services Tax.
  • Goods and Services Tax : GSTR-8- Tax collection at source return under GST Oct-22 10-Nov-22 GSTR-8 is a return to be filed by the e-commerce operators who are required to deduct Tax collection at source under Goods and Services Tax.
  • Goods and Services Tax : Due date of Payment of Tax Oct-22 25-Nov-22 Due date of payment of GST liability by the registered person whose aggregate turnover was less than INR 5 Crores during the preceding year and who has opted for quarterly filing of return.
  • Goods and Services Tax : Due date of Payment of Tax Oct-22 25-Nov-22 Due date of payment of GST liability by the registered person whose aggregate turnover was less than INR 5 Crores during the preceding year and who has opted for quarterly filing of return.
  • Goods and Services Tax : GSTR – 3B Oct-22 20-Nov-22 “1. GST Filing of returns by a registered person with aggregate turnover exceeding Rs. 5 Crores during the preceding year. Registered person, with aggregate turnover of less than Rs. 5 Crores during the preceding year, opted for monthly filing of return under QRMP.”
  • Goods and Services Tax : GSTR -5 Oct-22 20-Nov-22 GSTR-5 is to be filed by a Non-Resident Taxable Person for the previous month.
  • Goods and Services Tax : GSTR -5A Oct-22 20-Nov-22 GSTR-5A is to be filed by OIDAR Service Providers for the previous month.
  • Company Law MGT07 FY 2021-22 29-Nov-22 Form  MGT 7 Filing for Companies & One Person Company. MGT-7 is the annual return filed for every company on a yearly basis containing information about shareholders, directors, etc. as on the last day of the relevant financial year, i.e. 31st March.
  • Goods and Services Tax: Last date of claiming ITC of FY 2021-22 FY 2021-22 30-Nov-22 Last date of claiming ITC of FY 2021-22 as per Section 16(4) of Central Goods and Services Tax Act, 2017

Income Tax

Income Tax

  • Income Tax:  Tax Deduction at Source Certificate Oct-22 14-Nov-22 Due date for issue of Tax Deduction At Source Certificate for tax deducted under sections 194-IA, 194-IB, and 194M in the month of August 2022.
  • Income Tax : Tax Deduction at Source Certificate Sep-22 14-Nov-22 Due date for issuing of Tax Deduction at Source Certificate for tax deducted under section 194S in the month of September 2022. Under Section 194S. Tax deduction at source is deducted on payment made for the transfer of Virtual Digital Assets..
  • Income Tax: Tax collection at source Certificate Jul-Sep, 2022 15-Nov-22 Quarterly Tax deduction at source certificate (in respect of tax deducted for payments other than salary) for the quarter ending September 30, 2022.
  • Income Tax :  Form 24G Oct-22 15-Nov-22 Due date for furnishing of Form 24G by an office of the Government where Tax Deduction at Source/ Tax collection at source for the month of Oct 2022 has been paid without the production of a challan.
  • Income Tax:  Form 3BB Oct-22 15-Nov-22 Due date for the furnishing statement in Form no. 3BB by a stock exchange in respect of transactions in which client codes have been modified after registering in the system for the month of Oct 2022.
  • Income Tax Income Tax return Financial Year 2021-22(Assessment Year 2022-23) 7-Nov-22 “Due date for filing of return of income for Assessment Year 2022-23 of following assessees, not having any international or specified domestic transaction,
    a. corporate-assessee; or
    b. non-corporate assessee (whose books of account are required to be audited); or
    c. Partner of a firm whose accounts are required to be audited or the spouse of such partner if the provisions of section 5A applies.
    The due date of filing such return was Oct 31, 2022, earlier and the same got extended vide Circular no. 20/2022, dated 26-10-2022.”
  • Income Tax : Tax Deduction At Source Challan cum Statement Oct-22 30-Nov-22 Due date for furnishing of challan-cum-statement in respect of tax deducted under section 194-IA, 194-IB, 194-M,  in the month of Oct 2022.
  • Income Tax:  Income Tax return Financial Year 2021-22 (AY 2022-23) 30-Nov-22 Return of income for the assessment year 2022-23 of an assessee who is required to submit a report under section 92E pertaining to the international or specified domestic transaction(s).
  • Income Tax : Form No. 3CEA Financial Year 2021-22 30-Nov-22 Report in Income tax Form No. 3CEA by a constituent entity of an international group for the accounting year 2021-22.
  • Income Tax:  Statement of Income Distribution (Income tax Form 64) Financial Year 2021-22 30-Nov-22 Statement of income distribution by Venture Capital Company or venture capital fund in respect of income distributed during the previous Year 2021-22.
  • Income Tax : Form 64D Financial Year 2021-22 30-Nov-22 Statement to be furnished in Form No. 64D by Alternative Investment Fund (AIF) to Principal CIT or CIT in respect of income distributed (during the previous year 2021-22) to unit holders.
  • Income Tax : Form 64A Financial Year 2021-22 30-Nov-22 Due date for filing of a statement of income distributed by business trust to unit holders during the FY 2021-22.
  • Income Tax : Tax deduction at source Challan cum Statement Oct-22 30-Nov-22 Due date for furnishing of challan-cum-statement in respect of tax deducted under section 194S in the month of Oct 2022.  Tax deduction at source is deducted on payment made for the transfer of Virtual Digital Asset u/s 194S.
  • Income Tax : Tax deduction at source Return Jul-Sep, 2022 30-Nov-22 “Quarterly statement of Tax deduction at source deposited for the quarter ending September 2022. The due date for furnishing of the Tax deduction at source statement for the quarter ending September 2022 has been extended from Oct 31, 2022, to Nov 30, 2022, vide Circular no. 21/2022, dated 27-10-2022”.

Labour Law : 

  • Labour Law Provident Fund / Employees’ State Insurance Scheme Oct-22 15-Nov-22 Due Date for payment of Provident fund and Employees’ State Insurance Scheme contribution for the previous month.

For taxpayers, the month of November 2022 is important since it has timelines for a lot of compliances with the Goods and Services Act, Income Tax Act, Companies Act, and LLP Act. You avoid costly fines, make sure to submit the aforementioned forms within the deadlines. As a result, we encourage you to plan ahead of time and finish all necessary filings before the time allotted and due date expire.

/ compliance calendar

Taxation & Statutory Compliance for October 2022

Taxation & Statutory Compliance for October 2022

  • Company Law Compliance – DIR-3 Financial Year 2021-22 15-October -22 “Every Director who has been allotted DIN on or before the end of the financial year, and whose DIN status is ‘Approved’, would be mandatorily required to file form DIR-3 KYC before 30th September of the immediately next financial year. Such due date is further extended till 15th October 2022.”

  • The Company Law Compliance – AOC-4 Financial Year 2021-22 29-October -22 Form AOC 4 is used to file the financial statements for each financial year with the Registrar of Companies (ROC).

  • Company Law Compliance – Form-8 Financial Year 2021-22 29-October -22 Statement of Account & Solvency by all LLPs.

  • The Company Law Compliance -MSME Return Apr-Sep, 2022 30-October 22 Half-yearly return with the registrar in respect of outstanding payments to Micro or Small Enterprise.

  • Labour Law Employees’ State Insurance / Provident Fund  Sep-22 15-October -22 Due Date for payment of Provident fund and ESI contribution for the previous month.

Goods and services Tax Compliance

  • Goods and services Tax Compliance – ST GST CMP-08 Jul-Sep, 2022 18-October -22 Form GST CMP-08 is used to declare the details or summary of self-assessed tax payable by taxpayers who have opted for a composition levy.

  • The Goods and services Tax Compliance – GSTR – 3B Sep-22 20-October 2022 “1. GST Filing of returns by a registered person with aggregate turnover exceeding INR 5 Crores during the preceding year.

  • Registered person, with aggregate turnover of less than INR 5 Crores during the preceding year, opted for monthly filing of return under Quarterly Return Filing and Monthly Payment of Taxes(QRMP) scheme”

  • Goods and services Tax Compliance – GSTR-7- TDS return under GST Sep-22 10-October -22 GSTR 7 is a return to be filed by the persons who are required to deduct Tax deducted at source under GST.

  • The Goods and services Tax Compliance -GSTR -5 Sep-22 20-Oct-22 GSTR-5 is to be filed by a Non-Resident Taxable Person for the previous month.

  • Goods and services Tax Compliance GSTR-3B-State-B Sep-22 24-Oct-22 “Due Date of filing of GSTR-3B for the taxpayer with Aggregate turnover up to INR 5 crores during the previous year and who has opted for Quarterly filing of return under Quarterly Return Filing and Monthly Payment of Taxes(QRMP) scheme.

  • The Goods and services Tax Compliance – GSTR -5A September 2022, 20-Oct-22 GSTR-5A is to be filed by OIDAR Service Providers for the previous month.

  • Goods and services Tax Compliance – GSTR-3B-State-A September -2022, 20-Oct-22 “Due Date of filing of GSTR-3B for a taxpayer with Aggregate turnover up to INR 5 crores during the previous year and who has opted for Quarterly filing of return under Quarterly Return Filing and Monthly Payment of Taxes(QRMP) scheme.

  • The Goods and services Tax Compliance – GSTR-8- Tax collected at source return under GST Sep-22 10-Oct-22 GSTR-8 is a return to be filed by the e-commerce operators who are required to deduct Tax collected at source under GST.

  • Goods and services Tax Compliance – GSTR-1 Sep-22 11-Oct-22 ” 1. GST Filing of returns by a registered person with aggregate turnover exceeding INR 5 Crores during the preceding year. GST Registered person, with aggregate turnover of less than INR 5 Crores during the preceding year, opted for monthly filing of return under Quarterly Return Filing and Monthly Payment of Taxes(QRMP) scheme under Goods and Services Tax (GST)”

  • The Goods and services Tax Compliance – GSTR-1- Quarterly Return Filing and Monthly Payment of Taxes(QRMP) scheme  September  2022, 13-Oct-22 GSTR-1 of a GST registered person with turnover less than INR 5 Crores during the preceding year and who has opted for quarterly filing of return under Quarterly Return Filing and Monthly Payment of Taxes .

  • Goods and services Tax Compliance – GSTR -6 Sep-22 13-Oct-22 Due Date for filing return by Input Service Distributors.

Income tax Compliance

  • The Income Tax compliance – Form No. 15G/H Jul-Sep, 2022 15-Oct-22 Upload declarations received from recipients in Form No. 15G/15H during the quarter ending September 2022.

  • Income Tax Audit Report U/s 44AB Financial Year 2021-22 31-Oct-22 Audit report U/s 44AB for the assessment year 2022-23 in the case of an assessee who is also required to submit a report pertaining to international or specified domestic transactions U/s 92E.

  • The Income Tax compliance – FORM NO. 3CEB Financial Year 2021-22 31-Oct-22 Report to be furnished in Form 3CEB in respect of the international transactions and specified domestic transactions.

  • The Income Tax compliance – FORM NO. 3CEJ FY 2021-22 31-Oct-22 Due date for e-filing of the report (in Form No. 3CEJ) by an eligible investment fund in respect of arm’s length price of the remuneration paid to the fund manager (if the assessee is required to submit a return of income on October 31, 2022).

  • Income Tax Audit of accounts in case of Companies eligible for weighted Deduction Financial Year 2021-22 31-Oct-22 Submit a copy of the audit of accounts to the Secretary, Department of Scientific and Industrial Research in case the company is eligible for weighted deduction U/s 35(2AB) [if the company does not have any international/specified domestic transaction].

  • The Income Tax compliance – Income tax return Financial Year 2021-22 31-Oct-22 “Due date for filing of return of income for the assessment year 2022-23 if the assessee (not having any international or specified domestic transaction) is

    (a) corporate-assessee or

    (b) non-corporate assessee (whose books of account are required to be audited) or (c)partner of a firm whose accounts are required to be audited or the spouse of such partner if the provisions of under section 5A applies”.

  • Income Tax Form No. 3CEB Financial Year 2021-22 31-Oct-22 Intimation by a designated constituent entity, resident in India, of an international group in Form no. 3CEB for the accounting year 2021-22.

tax-deducted-at-sources compliance

  • The Income Tax compliance – Form 24G Sep-22 15-Oct-22 The due date for furnishing form 24G by an office of the government where Tax Deducted at Source / Tax collected at source for the month of September 2022 has been paid without the production of a challan.

  • Income Tax – Tax Deducted at Source Certificate September -22 15-Oct-22 Due date for issue of Tax Deducted at Source Certificate for tax deducted U/s 194-IA, 194-IB, and 194M in the month of August 2022

  • Income Tax- Tax Deducted at Source Challan cum Statement Sep-22 30-Oct-22 Due date for furnishing of challan-cum-statement in respect of tax deducted U/s 194-IA, 194-M, 194-IB, in the month of September 2022.

  • The Income Tax compliance – Tax Deducted at Source return Jul-Sep, 2022 31-Oct-22 Quarterly statement of Tax Deducted at Source deposited for the quarter ending September 30, 2022.

  • Income Tax- Tax Deducted at Source / Tax collected at source liability deposit Sep-22 7-Oct-22 Due date of depositing Tax Deducted at Source / Tax collected at source liabilities under Income Tax Act, 1961 for the previous month.

  • The Income Tax compliance – Tax Deducted at Source Liability Deposit Jul-Sep, 2022 7-Oct-22 Due date for deposit of Tax Deducted at Source when Assessing Officer has permitted quarterly deposit of Tax Deducted at Source U/s 192, 194A, 194D, or 194H.

  • Income Tax – Tax collected at source Return Jul-Sep, 2022 15-Oct-22 Quarterly statement of TCS deposited for the quarter ending September 30, 2022.

  • Income Tax compliance – Tax collected at source Certificate July- September , 2022 30-Oct-22 Quarterly TCS certificate in respect of tax collected by any person for the quarter ending September 30, 2022.

/ Company Law Compliances

Overview compliances under SEBI & Companies Act Regulations

Compliance should follow Under Companies Act & SEBI Regulations

Compliance should follow Under Companies Act & SEBI Regulations.

What exactly compliances means?

  • There are some specific guidelines, rules, and regulations made in accordance with authorities or ministry of corporate affairs referred as compliance.
  • After the origin of Companies’ Act 2013, the compliance procedure and the required details for the compliance are increased as compared to the previous year and also predicted that it will increase more as the time passes.

Compliance as per the Companies Act 2013.

  • You will understand better, as we will classified the Compliance according to the Companies Act 2013 in three categories:

Compliances Based on Event:

  • At any occasion when there is appearance of any ‘Event’, then compliance needed to be fulfil respectively based on the event occurred.
  • Like, if the registered office of any company is changed, then need to fill form INC-22.

Compliances Based on the Period:

  • Some compliance need to be done by companies with a span of time, which can be either annually, half yearly, quarterly and monthly.
  • Form AOC-4, Form MGT-7 are example of compliance based on time.

Compliance Based on Specific Criteria.

  • There is necessary for certain companies to fulfil compliances based on the requirement criteria in the guidelines.
  • As per the aforementioned compliances, listed companies whose share traded on the stock exchange must follow the provisions of the SEBI (Listing Obligation and Disclosure Requirement) Regulation, 2015 as well other regulations issued time to time.

What are the Compliances under the SEBI (LODR) Regulation 2015 ?

Compliances under the SEBI LODR Regulation 2015 .

Quarterly Compliances

Compliances Time period Regulation No.
List of Shareholders/ Shareholding Pattern Submitted within 15 days, after the end of every Quarter. Under Regulation 31(1)(B)
Report of Corporate Governance. Compliance Submitted within 15 days, after the end of every Quarter. Regulation 27(2)(A)
Limited Review Report based on Financial Results. Done within 45 days, after the end of every Quarter. Under Regulation 33(3)(A)
Investors Grievance Redressal Procedure. Compliance Done within 21 days, after the end of every Quarter. Regulation 13(3)
Variations/ Deviations Statement Done within 45 days, after the end of every Quarter. Under Regulation 32(1)
Share Capital Audit Report Rectification. Compliance Done within 30 days, after the end of every Quarter. Regulation 76(1)

Half Yearly Compliances

Compliances Time period Regulation No.
Related Party Transaction Disclosures. Within 30 days after the release of the consolidated financial result Regulation No. 23(9)

Annual/Yearly Compliances

Compliances Time period Regulation No.
Report of secretarial Compliance Done within 60 days after the end of the fiscal year. Regulation 24A
Annual declarations of compliance with the code of conduct Every financial year, At the time of board meeting. Under the Regulation 26(3)
Agent for Share Transfer 30 days after the conclusion of financial year Regulation 7(3)
Payment of listing and all other fees. Up to 30 days after the end of financial year. Under the Regulation 14
Auditor’s Report and Financial Report 60 days after the conclusion of financial year. Regulation 33(3)(d)
Annual Report Till the initiation of the consignment of the shareholder. Under the Regulation 34(1)
Securities transfers/ transpositions/ transmissions. 30 days after the conclusion of financial year. Regulation 40(10)
First disclosure of all essentials for Large companies. 30 days after the conclusion of financial year. Notification issued by SEBI
Requirements of Annual Disclosure for Large Entities’ 45 days after the conclusion of financial year. Under the Notification issued by SEBI
Practicing Company Secretary certificate. Within a month after the conclusion fiscal year’s. Regulation 40(9)
Voting result submission to stock exchange. The Regulation 44(3)
  • As per the regulation 30 of the SEBI Listing Obligation and Disclosure Requirement 2015 in addition, the listed firm must abide by certain event-based disclosure requirements.
  • These requirements include previous intimations, any material event, and all events listed in schedule III of Part A.

Our PAN INDIA level Services 

We are providing below mentioned services to our Fellow professionals at PAN INDIA level. Please save our contact for any future references

  • Assistance on Company/llp name approval matters (Desired Name)
  • Share Transfer Stamps at discounted price (all states)
  • Shadow Director Services for any type of Company
  • CA & CS Certification and Audit services Any Type
  • Assistance on ROC disputed or matters Pan India
  • Assistance on any disputed matters pertaining to Directors
  • Sale & Purchase of any type of Companies pan india
  • Strike off of Companies/LLP without filing Annual Accounts
  • Assistance on valuation services from Registered valuer or Merchant Banker

 

/ Uncategorized

How to close down LLP in India

How to close LLP in India 

LLP-Procedure-related-to-Winding-up-of-LLP

LLP Strike Off (Closure)

First we need to understand LLP then we will understand closer of LLP:

Limited Liability Partnership is a sought of an alternative corporate business, which strives to provide the benefits of limited liability of a company and the flexibility of a partnership. Change in partners does not affect the existence of LLP. Change in partners structure does not affect the existence of LLP. It has the ability to make contracts and own property in its name.

The Limited Liability Partnership is a separate legal entity with full accountability for its assets, but the partners’ liability is limited to their agreed-upon contribution to the LLP.

LLP Strike Off:

  • If the Limited Liability Partnership wishes to stop down its operations or if it has not carried on any business operations for a year or more:
  • In case Limited Liability Partnership wishes to stop down its operations or if it has not carried on any business operations for a year or more,
  • Make application for close down the Limited Liability Partnership. When the LLP does not start business operation or fails to submit yearly returns, the registrar may suo-moto close down the LLP. 

What are the reasons for an LLP to strike off?

  • Penalties/Fines must be avoided:-

If an inactive or non-functioning LLP breaks the law, its officers may face harsh fines, penalties, and punishments, including the Directors being prevented from forming another LLP in some cases. As a result, in order to avoid future fines or liabilities, it is better to officially dissolve an inactive LLP.

  • Closure in a shorter amount of time:

Traditional techniques are more time-consuming and inconvenient, but inactive or non-functioning LLPs can be closed in 3 to 16 days.

  • No Obligation to Comply:

The promoters or directors are liberated of their compliance responsibilities and the risk of non-compliance because the LLP ceases to exist once it is closed.

Pre-Conditions for striking off LLP- 

LLP need to be closed down / LLP close down can be done on the following conditions:

  • LLP must not have any business activity from inception or period of more than one year. and
  • When partner agreed to remove name of LLP from register of LLP.
  • Before filing Form 24, file due date is overdue Form 8 and Form 11 returns up to the end of the financial year in which the limited liability partnership ceases to carry on business or commercial operations.
  • For the purpose of closer of LLP partners must clear all the outstanding payment of all payment of creditor. 

PROCEDURE FOR REGISTRATION OF LLP

  • Limited Liability Partnership same as a traditional partnership with a advantage of limited liabilities of each partners. In fact, LLP has its own legal terms and conditions and LLP and have separate rules and regulation for registrations. There is a process for registration of LLP. In LLP there is various advantage but subject to some disadvantage.
  • LLP registration process take three to six month to register LLP subject to Registrar’s office work. Ministry of Corporate Affairs place the details on website of MCA after approval of the application of LLP registration for a period of one month.
  • Many person who want to register their organization under Limited Liability Partnership do not know How to register LLP Company but, most of them does not know how to close the LLP.
  • We explain the details to register Limited Liability Partnership and closer of LLP in India. In this matter following steps would be required in for closer of LLP firm in India.

Seven Important steps to Close an LLP in India

  1. Step 1 – Pass a Resolution
  2. Step 2 – ROC Form 1 Filings
  3. Step 3 – Declaration of the Debt
  4. Step 4 – ROC Form 4 & Value of the Assets
  5. Step 5 – Obtain consent from the Creditors
  6. Step 6 – Filings and Appointment of Liquidator
  7. Step 7 – Finalization of the Accounts of LLP 

CONDITIONS TO CLOSE AN LLP 

Conditions LLP in India.

For closer of LLP to file an application with Registrar’s officer with consent of partner and creditor, statement of assets and liabilities, indemnity bond, acknowledgement of ITR, resolution and other documents.

  • The Limited Liability Partnership must not have carried its business or commercial activity for the duration of one year or more.
  • A statement of account, certified by a Chartered Accountant, showing zero assets and liabilities as of the date of filing, but not earlier than thirty days.
  • Limited Liability Partnership should not own any liabilities and assets.
  • LLP should not own an active Bank Account. In case LLP has bank account then it must be closed and certificate from bank showing closer of Bank Account.
  • Required the consent of all partners of LLP.
  • All Designated Partners must sign a statement of fact and an Indemnity Bond pledging to protect the Registrar against any responsibility that may arise after the name has been scratched out.
  • When LLP maintaining any business and has filed then a copy of the last Income-tax return must be filed by the LLP.
  • Confirmation letter required from all the creditors that the LLP has no liability or payment due.
  • IT returns for the last Financial Year is filed
  • The designated partner PAN card copies is required.
  • scanned copy of Adhar proof of all the partners and designated Partners is required.
  • Copy of partners agreement with LLP is required.
  • Permanent address of all the designated partners and partners must be submitted.

PROCEDURE TO WINDUP AN LLP

steps to Close an LLP in India.

  • If an LLP want to close down its business or if it has not carried on any commercial operations for a year or longer, it can apply to the Registrar to removed the name of LLP from the register of LLPs.
  • If a limited liability partnership does not begin or maintain its business operations for a set amount of time, it is considered inactive in the eyes of the law, and its name is removed from the register. The following situations result in the dissolution of an LLP:
  • One or more partners die or go bankrupt. By Court Order / Mandatory Judicial Decision The term has come to an end.
  • The penalty in case of defaulting in statutory filing return is Rs 100 per day. So, it is the best option to windup dormant LLP’s to avoid unnecessary penalty and compliances.
  • We already discussed the Limited Liability Partnership (Amendment) Rules in 2017, in which process of wind up a LLP was very difficult and very time consuming but introduction of LLP Form 24 make it very easy and simple.
  • it is better for Enterprise to close dormant or defaulting LLPs which generate penalty and additional compliances

FILING LLP FORM 24

Following steps should be followed in India for closing an LLP by filing Form 24:

STEP 1: COMMERCIAL ACTIVITY – CEASE

  • LLP which never commenced any business activity or have to ceased commercial activity can file Form 24.
  • A LLP which is operational but promoters want to close down the LLP then first they need to ceased their all commercial activities before filing Form 24.

STEP 2: CLOSE BANK ACCOUNT

  • Creditor and Bank account of LLP should be nil or zero before filing LLP Form 24 that means before filing Form 24 creditor should be fully paid off and bank account opened in the LLPs name must be closed and evidence supporting to closure of bank account in the name of LLP must be obtained from Bank.

STEP 3: AFFIDAVITS & DECLARATION PREPARATION

  • Every Designated Partner of the LLP must be execute the facts of declaration, either jointly or separately, so that the Limited Liability Partnership (LLP) ceased to carry forwardcommercial activity from the Date of commencement of business.
  • In other words LLP Partners should declare that LLP does not have any liability, and if any liability arise after removal of LLPs name from register. Processing through Form LLP 24, partner liability shall not be stopped even after the strike off the LLP.

STEP 4: PREPARE DOCUMENTS

  • Income tax return statement of the LLP and the LLPs deed must be offered with Form LLP 24.
  • The income tax return shall not be required, if LLP has not filed any income tax return it not has any business activity or else, with the application to close the LLP, an acknowledgment copy of the most recent filed income-tax return can be attached.

STEP 5: FILE ALL PENDING DOCUMENTS

Within thirty days of registration, agreement must be entered with the MCA after the LLP incorporation. . If this compliance was missed to be filed along with the LLP agreement due to unavoidable circumstances, then the first LLP agreement; whether it is entered into and not filed, along with any amendments, should be filed duly.

In additional, on or before filing Form 24, overdue return (in Form 8 and Form 11)up to the end of current financial year in which the limited liability partner (LLP) ceased to exist their commercial activity or business should be filed on or before  filing the LLP Form 24.

On the date when Limited Liability Partnership ceased their money generation operation that date deemed to be date of cessation date of said limited liability partnership, and other subsequent procedure which is required for said LLP strike off such as cash receipts from debtors or money payment to creditors and other activity which is not part of cessations will not be part of the part of the money generation business.

STEP 6: OBTAIN A CHARTERED ACCOUNTANT CERTIFICATE

An account statement showing nil assets and nil liabilities must be obtain, which is authorized by a Chartered Accountant till the date not more than 30 days from the date of filing Form 24, once the mandatory document for filing LLP Form 24 is prepared.

STEP 7: FILE LLP FORM 24

All documents along with the LLP Form 24(Download- LLP Form 24) must be filed with the MCA to remove the name of LLP. While processing the application; found any reservation then Company’s Registrar will send detailed notice to be published on MCA website announcing the name of removal of limited liability partnership.

Note:

  • If a limited liability partnership (LLP) is close down, all designated partner’s liability carry on and can be changed by creditors if LLP had never been dissolved.
  • After the prescribed had passed since notice was published in the notification, Registrar of Companies should remove the name & Limited Liability Partnership(LLP) will stand dissolved.
  • Note: if limited liability partnership have been close down, Liability of all Designated Partners of the LLP would continue & can be enforced as if the LLP had never been dissolved.

Conclusion

  • The provision of removal of Limited Liability Partnership is the good news for the entrepreneurs having dormant or defaulting LLP which is not carrying any activity.
  • After LLP Amendment Rules 2017 introduction has made the operation of winding up less cumbersome.
  • Enterprises are now able to close off the limited liability partnership’s that are non-functioning and are accruing fines.

The process will ensure that the owners of the LLP’s get relief from heavy compliances.

/ Company Law Compliances

ALL ABOUT LLP (AMENDMENT) BILL 2021

ALL ABOUT LLP (AMENDMENT) BILL, 2021

With the passage of the Limited Liability Partnership Act of 2008, the concept and idea of a limited liability partnership was introduced for the first time. The Indian Parliament passed this law on December 12, 2008, to give legal approval to the concept of limited liability partnerships (LLPs) in India, and it took effect on March 31, 2009.

This type of partnership was created to make it simple to run a legal business while keeping compliance costs low. A limited liability partnership (LLP) is a legal entity that is responsible for the entirety of its assets. The partners, however, are only liable to a certain extent.

Until now, there have been almost no amendments passed under this act. In order to amend the LLP Act of 2008, the Government of India recently introduced the New Limited Liability Partnership (Amendment) Bill, 2021. On August 4, 2021, the Rajya Sabha passed the Limited Liability Partnership (Amendment) Bill, and on August 10, 2021, the Lok Sabha passed the bill.

These amendments are made to improve the ease of doing business by lowering penalties for various offences and compounding offences specified in the Act of 2008. This Amendment Bill seeks to make life easier for law-abiding corporations by decriminalising some of the existing act’s violations.

The purpose of the New Act – PURPOSE OF AMENDMENT IN VERSION:

  • To boost ease of doing business.
  • To encourage start-ups in the form of LLP- To popularise Start-ups and encourage small entrepreneurs to incorporate LLP’
  • The government seeks to improve the ease of doing business and to encourage new ventures.
  • To encourage the incorporation of LLPs in the business class.
  • Conversion of Partnership firms into LLP’s
  • To alleviate the fear of criminal prosecution for non-substantive minor and procedural omissions and commissions made in the ordinary course of business transactions. Penalty reductions for various offences, as well as the compounding of offences, are mandated by the Act of 2008.
  • The objective of the De-criminalization exercise is to eliminate the illegality of offences from company legislation if no malicious intent is present.

Key Highlights of Amendment: Most Important:

Introduction of New Concept of Small LLP.

The primary goals of this bill are to introduce the concept of a “small LLP” and to decriminalise certain offences. The passage of this bill will result in a more liberal economy and a more business-friendly environment in the market system for small businesses and start-ups in the form of LLPs.

  1. DECRIMINALIZATION PRINCIPLES ADOPTED FOR COMPOUNDABLE OFFENSES:
  • a) Principle 1: Offenses relating to minor/less serious compliance issues involving primarily objective determinations are proposed to be transferred to the In-house Adjudication Mechanism (IAM) framework rather than being treated as criminal offences.
  • b) Principle 2: The LLP Act, 2008 is being suggested to be amended to remove offences that are better dealt with under other laws.
  • c) Principle 3: For non-compoundable offences involving an element of fraud, intent to deceive, and causing injury to the public interest, or non-compliance with orders of statutory authorities impeding effective regulation, the status quo would be maintained.

As per proposed amendment,

  • The LLP Act specifies only 22 penal provisions for LLPs.
  • Only 7 (Seven) Compoundable Offences
  • Only 3 (Three) Non-Compoundable Offences

Crux:

♦ In total, twelve (12) offences are proposed to be decriminalized, and three (3) sections with criminal liability are proposed to be repealed.

♦ The twelve (12) de-criminalized offences would then be transferred to IAM, freeing up space in the criminal courts for routine cases.

  1. NEW CONCEPTS: The key components of MCA21, which will be implemented in Fiscal Year 2021-22, are listed below:
  1. a) Small LLP:In accordance with the concept of Small Companies, it is planned to create a new type of LLP called “Small LLP.” Small LLPs would face less compliance requirements, a lower fee or additional cost, and fewer penalties in the case of a default. As a result, a cheaper cost of compliance would encourage unincorporated micro and small partnerships to convert to an LLP and reap the benefits.
  2. b) Earlier: Small LLPs are those having a contribution of less than or equal to 25 lakh and a turnover of less than 40 lakh.
  3. c) Proposed Amendment: The 25 lakhs will be transformed to 5 crores, and the total turnover would be counted as 50 crores..
  4. d) Non-convertible Debentures (NCDs):  It is planned to allow LLPs to raise capital by issuing fully secured Non-Convertible Debentures (NCDs) to investors who are regulated by SEBI or RBI (as an alternative to equity participation). This will aid in the development of the debt market and the capitalization of LLPs.
  5. REDUCTION OF ADDITIONAL FEE:

It is also proposed that Section 69 of the Act be amended in order to minimise the current additional price of Rs. 100 per day for late filing of forms and documents. A lower extra cost is expected to encourage the timely filing of LLP documents and returns, resulting in an updated registry for proper regulation and policymaking.

Change of name of LLP: If an LLP fails to comply with the Act’s rules, the Central government may order it to change its name or pay a fine ranging from Rs 10,000 to Rs 5 lakh. Instead of imposing a punishment, the revised Act now allows the Central government to assign a new name to such an LLP.

The LLP Amendment Bill 2021 makes a total of 30 changes to the LLP Act 2008. The following are some of the most important and necessary changes:

  1. De-criminalization of compoundable offences:

There are 24 penal/criminal provisions in the current act, 21 of which are compoundable offences and three of which are not. The number will be reduced to 22, with 7 compoundable offences and 3 non-compoundable offences under the new act. The remaining 12 decriminalised offences have been assigned to the In-House Adjudication Mechanism (IAM).

The 12 remaining de-criminalized offences are the less serious or minor offences.

  1. Concept of Small LLPs

In addition to the already well-established concept of Small Companies under the Companies Act of 2013, this Bill introduces the new concept of Small LLPs. These Small LLPs will face fewer compliances, fees, and penalties in the event of a default.

Small LLPs are currently defined as those with a partner capital contribution of up to 25 lakhs and a turnover of less than 40 lakhs.

However, the proposed bill reduces the limit to Rs 5 crores instead of Rs 25 lakhs in the case of a partner’s capital contribution and to Rs 50 crores in the case of turnover.

III. Reduction of Additional Fee

Section 69 of the LLP Act, 2008 currently charges an additional fee of Rs. 100 per day for late filing of forms. However, the additional fees will be reduced in the proposed bill.

  1. Accounting Standards

In accordance with the Bill, the central government may also prescribe accounting and auditing standards for LLPs in consultation with the National Financial Reporting Authority (NFRA).

  1. Special Courts

There is also a provision for the establishment of Special Courts to expedite the prosecution of Act-related offences. These special courts will operate under the same conditions as Sessions judges and Additional Sessions for offences punishable by imprisonment for three years or more, and Metropolitan Magistrate or a Judicial Magistrate for all other offences. The order of this court’s Adjudicating Authority can be challenged and appealed in the High Court.

  1. Compounding of Offences

The Central Government will authorise the Regional Director in this Bill to compound any offences that will be liable for the fine only from the person who is suspected of having committed an offence under this Act..

The compounding application for offences will be filed with the Registrar, and the application, along with the Registrar’s remarks, will be transferred to the Regional Director or any other officer as directed by the Central Government.

VII. Punishment for fraud

Punishment for fraud: The amended Bill raises the maximum term of imprisonment from two to five years for any person who knowingly participates in an activity to defraud their creditors or for any other fraudulent purpose if an LLP or its partners carry out an activity to defraud their creditors or for any other fraudulent purpose. A fine ranging from Rs 50,000 to Rs 5 lakh may also be imposed. If an LLP or its partners engage in an activity with the intent to defraud their creditors or for any other fraudulent purpose, they will face imprisonment and a fineThe term of imprisonment can be up to 5 years (in the current act, it is only 2 years). Non-compliance with Tribunal orders: The amended Bill repeals the offence of non-compliance with NCLT orders, which was previously punishable by imprisonment for up to six months and a fine of up to Rs 50,000.

VIII. Appellate Tribunal

Similarly to the current LLP Act, 2008, an appeal against an NCLT order must be filed with the National Company Law Appellate Tribunal (NCLAT) within 60 days of the date of the order. However, under the proposed bill, no party can appeal if the order is made with the parties’ consent.

All of the above changes and new provisions have been made to encourage entrepreneurship and make doing business in the form of a corporate business entity easier. In this manner, both the government and the entrepreneurs can satisfy and fulfil their respective interests without causing any loss or hardship to the other.

CONCLUSION:

They are bridging the gap between companies and LLPs and making LLPs far more appealing and easy to manage, so that many of today’s startups, which prefer the LLP model, can feel equally given the ease of business opportunities.

/ Company Law Compliances

Conversion of Partnership Firm into LLP

Convert Partnership Firm to LLP – Documents Required Procedure

Convert Partnership Firm to LLP – Documents Required, Procedure

Introduction

  • Partnership, Limited Liability Partnership, Private Limited Company, One Person Company, Sole Proprietorship, Public Company –When it relates, to business a country like India offers a series of alternatives. As a businessman, you have the option of choosing amongst various business models. However, before making a decision, you should be aware of the advantages and disadvantages of each option. You must determine which form will be most beneficial to you and your corporation.
  • Each of these forms has its own set of criteria, benefits, and drawbacks. When it regards to partnerships, one of the most significant disadvantages is that it exposes its partners to unlimited liability. This feature puts the partners’ own assets in danger. There are firms and companies with restricted obligations that can help to mitigate this danger.
  • Limited Liability Partnership and Private Limited Company are their names. Nowadays, entrepreneurs are converting their partnerships to these two types of businesses in order to minimize the risks that partnerships entail. But how does this transformation happen?
  • In recent years, there has been a greater move from traditional partnerships to Limited Liability Partnerships (LLPs). The rationale for this is that LLPs provide greater freedom, as well as unrestricted partners and other benefits. However, the actual reason for the transition is that LLPs provide a significant benefit in terms of limited liability.
  • When it comes to LLPs, the strain on the partner’s personal assets is alleviated because they are a mix of a partnership and a private limited company. Small and medium-sized organizations find that this organizational structure is ideal for their needs.

partnership Firm benefit

The benefits of a Limited Liability Partnership (LLP) exceed the disadvantages of a standard partnership. The main reasons for a partnership firm to convert to an LLP are limited liability, perpetual succession, and unlimited partners.

The Advantages of Converting a Partnership to an LLP

The following advantages can be obtained by converting a partnership to an LLP:

  • Increased in Investment: The amount of money invested in the LLP would increase if the partnership was converted to an LLP. The entity’s reputation would improve as a result of the conversion, causing additional investors to invest in the LLP.
  • Perpetual Succession: The departure or death of a partner does not result in the partnership firm’s dissolution. The LLP would be subject to the perpetual succession principle.
  • Liability Restriction: When a partnership is converted to an LLP, the partners are automatically granted limited liability status. Limited liability would provide the firm’s partners with some independence. The partners’ liability is separated from the firm’s liabilities.
  • Management’s Choice: In comparison to a regular partnership firm, converting a partnership to an LLP increases the degree of flexibility and decision-making process in an LLP.
  • Direct Foreign Investment (FDI): The Indian government has eased the rules on foreign direct investment in limited liability partnerships (LLPs). When compared to a partnership, an LLP allows for more FDI.

Main Differences Between a Partnership and an LLP

Differences between LLP and Partnership Firm

Basis of Difference Partnership Firm Limited Liability Partnership
Applicable Act Limited Liability Partnership Act, 2008 The Indian Partnership Act, 1932
Registered to Ministry of Corporate Affairs(MCA) registered the LLP Registrar of Firms registered the Partnership Firm
Liability One of the most significant distinctions between an LLP and a partnership is the liability of the partners. Because the partner and the firm are seen as independent legal entities. As a result, the partners’ liability is limited to the amount invested in the business. Because the firm and the partner are not regarded different legal entities. As a result, partners are personally liable for the partnership’s unlimited liabilities.
A number of partners and requirements ·  No. of Partners required is minimum 2 and no limit for maximum partner

·  Any minor cannot be partner

 ·    No. of Partners required is minimum 2 but not more than 20 are allowed.

·    Any minor can be partner
Agreement between partners The LLP Agreement regulates the LLP’s operations, management, decision-making procedures, and other activities. The partnership’s operation, management, and decision-making procedures, as well as other activities, are governed by the partnership deed.
Transferability /Conversion ·         Shares can be easily transferred to another person after obtaining the required consent from all the Partners in an LLP.

·         The transferee cannot become partner automatically.

LLP cannot be converted back to the partnership but can be converted to Private Limited Company or Limited Company easily.

 ·         Shares can be transferred to another person after obtaining the required consent from all the Partners in a Partnership.

·         Transferability of the partnership a is a lengthy process.

·         Conversion of partnership to LLP or Private Limited Company is a burdensome process
Compliances Compulsory to file the annual return to Ministry of Corporate Affairs. You can get LLP Annual filing with Rajput Jain & Associates at just Rs 2499/- No requirement of annual return filing
Registration Cost Get LLP Registration online for Rs. 7999/- only. Get partnership registration online for Rs.2199/- only.

Documents for Conversion of Partnership to Limited Liability Partnership (LLP)

For the conversion of a partnership to an LLP, the following documents are required:

  • Proposed Limited Liability Partnership (LLP) Name
  • Information on the partnership firm’s Partnership Deed
  • Digital Signature Certificate of the Respective Partners
  • LLP’s Authorised Capital
  • Registered office details of the partnership limited entity
  • Identification Documents of the Partnership- Voter ID and other related information
  • Utility Bill of the Partnership Firm- Electricity Bill/ Water Bill or any other Bill
  • Evidence or Proof of the Partnership’s Registered Office (Lease deed/Ownership Documents) of the property
  • Permanent Account Number (PAN) of all the Partnership’s Partners
  • Audited Partnership Information
  • Statements such as the Partnership’s Bank Details
  • The Partnership Business’s Main Objectives
  • If the premises are rented, a letter of authorization from the owner is required.

Document required after incorporation of LLP

  • Copy of Incorporation ceritificate of LLP
  • Document require to submitted for Fill LLP

Conditions for Converting a Partnership Firm to a Limited Liability Partnership (LLP)

  • Section 55 of the Limited Liability Partnership Act 2008, read with Schedule II of the Act, governs the conversion of a partnership firm to an LLP.
  • All of the firm’s partners must be LLP partners, which means no new partners can join or existing partners cannot leave while the application is being processed.
  • Before submitting an application, all partners must have a valid Digital Signature Certificate (DSC) and at least two partners must have a DPIN.
  • The converting partnership firm must be registered under the Partnership Act of 1932.
  • The consent of all partners must be acquired.
  • The LLP’s partners must be the same as the partnership firm’s. After the conversion is complete, any partner who chooses to be removed from the LLP may do so.
  • All Designated Partners must obtain a Director Identification Number (DIN)/Designated Partner Identification Number (DPIN).
  • Procedure for Converting a Partnership to a Limited Liability Partnership (LLP)

Processing Step for converting Partnership Firm into LLP

1st Step:  Approval of Name and Digital Signature Certificate (DSC)

Approval of name

  • Create an account and then log in to the MCA site.
  • Select the “RUN – LLP” option under the MCA Services menu.
  • Reserve Unique Name is States for RUN.
  • Select the option “Conversion of Firm into LLP” from the selection list.
  • There are two proposed names for the LLP to be given after that.
  • Any supporting papers may also be supplied in PDF format, followed by a click on the “Submit” button.
  • The page is redirected to a payment gateway, where the form’s fees of Rs. 200 must be paid.
  • The reserved name then has a 90-day validity term.

Digital Signature Certificate (DSC)

  • The Designated Partners of the LLP must have their individual Digital Signature Certificates in order to move past the Name Incorporation stage.
  • To enable a successful submission, each e-form requires the Designated Partners’ DSCs to be affixed to the applicable forms.

2nd Step: Submitting Forms to the ROC

Form 17 (Application and Statement for conversion of a firm into LLP)

The application form must include information such as:

    • The RUN – LLP form’s Service Request Number (SRN).
    • Proposed Limited Liability Partnership (LLP) name
    • The firm’s name, address, registration, and partnership agreement.
    • Information of the number of partners and the capital investment required.
    • Information of secured creditors

The following attachments must be submitted:

    • Statement of Consent of the Firm’s Partners.
    • A Chartered Accountant in Practice’s certification of the firm’s assets and liabilities.
    • A copy of the most recent acknowledgement of ITR.
    • A list of all secured creditors, with their permission.
    • Any further supporting data (optional).

Fill out FiL LLP (Form for incorporation of LLP)

Following must be filled out on the application form.

    • Details of the RUN – LLP, which will be auto-filed,
    • The LLP’s registered office address and email address.
    • The Registrar’s Office
    • The nature of the company’s operations.
    • Information about the partners, including their DINs, DPINs, and PANs.
    • The amount of money put in by the LLP’s partners.

Required as an attachment

  • Proof of address of the LLP’s registered office..
  • Consent of the subscriber.
  • A letter of authorization from the property owner as well as a copy of the utility bills (not more than 2 months old).
  • Approval from any regulatory authority, if applicable.
  • Information about any LLP/Company in which a designated partner also serves as a director/partner.
  • The applicants’ proof of identification and address.

Where the LLP’s name is identical to that of an existing Company/LLP, a copy of the existing LLP’s Board Resolution or Consent serves as a No Objection Certificate.

The proposed designated partners must e-sign both forms and have them approved by a Cost Accountant, a Company Secretary, or a Chartered Accountant, all of whom must be in full-time practice. The amount of the charge will be determined by the amount of capital commitment.

3rd Step: Obtaining a Certificate of Registration

On approval of the application, the Registrar will issue the LLP’s Certificate of Registration.

4th Step: Form a Agreement of Limited Liability Partnership (LLP)

Within 30 days of the LLP’s incorporation, the LLP Agreement must be presented in Form LLP-3. It must include the following information:

  • The LLP’s name
  • The names of the designated partners and other partners
  • The capital contribution and profit sharing ratios
  • The LLP’s rules
  • Partners’ rights and responsibilities

5th Step: Intimation to the Registrar of Firms

Within 15 days after the date of formation, the Registrar of Firms must be notified of the conversion into an LLP and the LLP’s associated details in Form – 14.

The following papers must be presented with the form:

• A copy of the LLP Incorporation Certificate; and

• A copy of the incorporation documentation filed in Form FiLLLP.

Once all of these stages have been completed, the conversion from a partnership to an LLP is complete in every way. It should be noted, however, that the existing licenses and permits do not transfer to the LLP. For post-conversion, they must be administered freshly.

Documentation To be Filed

  • All partners must file a statement with the Registrar, specifying the firm’s name, registration number (if any), and the date it was registered under the Indian Partnership Act 1932 or any other law.
  • The incorporation document, along with a statement in the prescribed form signed by a chartered accountant/company secretary/cost accountant/advocate who is involved in the formation of the LLP and anyone else who subscribed to the incorporation document, must be filed with the Registrar, attesting to the fact that all incorporation requirements have been met.

Registration

  • The Registrar may accept or refuse to register the LLP after obtaining the necessary paperwork. The Registrar will issue a certificate of registration if all documents are deemed to be correct and in compliance with the act’s stipulations.
  • The LLP must notify the Registrar of Firms with which it is registered in Form 14 within 15 days after registration. In the case that the Registrar refuses to register you, you can file an appeal with the tribunal.

Registration’s Effect

  • An LLP is formed under the name specified in the certificate of registration.
  • All of the firm’s assets, obligations, rights, and privileges will be transferred to the LLP.
  • The firm will be dissolved, and if it was registered under the Indian Partnership Act 1932, it will be deleted from the records; all outstanding processes against the firm will be enforced against the LLP.
  • Any ruling or judgment, whether favorable or unfavorable, may be enforced against the LLP.
  • All current contracts and agreements to which the firm was a party will remain in effect with the LLP as a party.
  • Any current appointment or authority bestowed on the firm must be treated as if it were bestowed on the LLP.

Liability of Partners Prior to Conversion

Each partner will be equally and severally accountable for all of the firm’s liabilities and obligations accrued prior to the conversion. The LLP will indemnify any partner who fulfills his or her obligations.

Notice of Conversion

The LLP must provide for a 12-month period, which must begin no later than 14 days following registration: –

  • In every official correspondence of the LLP, a declaration indicating it was converted from a firm to an LLP as of the date of registration specified, as well as the name and registration number(if any) of the firm from which it was converted.
  • If the LLP violates the aforementioned rule, it would be subject to a minimum fine of Rs 10,000 and a maximum fine of Rs 1,000,000. If the default continues, the minimum fine is Rs 50 per day, and the maximum fine is Rs 500 per day.

LLP Form No. 17

  • This is an application and statement for a firm’s conversion to an LLP. The form is split into two sections: Part A is for the application, while Part B is for the statement.

Part A, Information to be Provided: Application

  • If the Reserve Unique Number (RUN) form has previously been filed, the SRN. If not, the LLP’s suggested name.
  • The firm’s name and address.
  • Information about the firm’s registration under the Indian Partnership Act of 1932 or any other law.
  • The date of the agreement, which contains information on the firm’s founding.
  • The firm’s total number of partners.
  • Information on all partners’ consent.
  • Information on the LLP’s shareholders, which include all of the LLP’s partners and no one else.
  • Information from a tax return filed under the Income Tax Act of 1961.
  • Information on any pending court, tribunal, or other authority proceedings.
  • Whether the Registrar has previously rejected a conversion application. If so, the SRN as well as the grounds for the refusal must be provided.
  • Information about any ongoing convictions, orders, or judgments in favor or against the firm by any court, tribunal, or other authority.
  • Whether any secured creditors exist. If yes, whether all secured creditors have given their agreement to the conversion.
  • Is there any kind of clearance or approval needed for the LLP conversion? If the answer is yes, whether or not the approval has been acquired.

Part B: Statements

  • The declaration’s contents
  • The partner’s consent to the firm’s conversion to an LLP.

The partner must acknowledge that he or she is jointly and severally accountable for all liabilities incurred prior to the conversion.

He or she must state that: – All of the requirements of the LLP Act 2008 and the rules have been met. – That all of the firm’s partners are also LLP partners, and no one else. That all of the necessary permits have been received. – That all secured creditors have given their consent. – To the best of his knowledge and belief, all information supplied in the form is accurate. 

Attachments

  • A firm’s Statement of Assets and Liabilities fully certified as truthful and correct by a practicing Chartered Accountant.
  • A statement of the company’s partners’ consent.
  • A list of all secured creditors, together with their permission to convert.
  • A copy of the most recent income tax return’s acknowledgement.
  • Any authority or body’s approval.
  • Any optional attachments, if applicable.

The e-form must be digitally signed by a designated partner and include the designated partner’s DIN/DPIN as well as a PAN number if none of the designated partners have a DIN.

A Chartered Accountant, Company Secretary, or Cost Accountant in full-time practice shall do the certification. It is necessary to choose an associate or fellow, and a membership number/certificate of practice number must be provided. Form 14 is used to submit notification to the Registrar.

The following details must be provided: –

  • The firm’s name.
  • The company’s main address.
  • Information about the firm’s registration under the Partnership Act of 1932 or any other statute.
  • Information on the LLP into which the firm has been converted is also required.
  • A copy of the LLP’s certificate of incorporation must be attached, and the form must be digitally signed by the partner.

Learn more about converting a partnership to a limited liability partnership (LLP).

Refer to the following articles for more information on converting a partnership to an LLP:

  • Partnership to Limited Liability Partnership (LLP) conversion
  • The Difference Between an LLP and a Partnership Firm
  • Why Convert a Partnership Firm to an LLP

IFCCL can assist you with the entire conversion procedure and make it a lot easier for you. Included in the Package

  • The procedure for converting a partnership to a Limited Liability Partnership (LLP).
  • End-to-end documentation
  • Liaison with regulatory authorities for this procedure
  • Certificate of No Objection from required IT authorities
  • Submitting documentation to the appropriate authorities

Frequently Asked Questions on Convert Partnership Firm to LLP

Q.: Why is it necessary to convert a partnership to limited liability partnership (LLP)?

  • Given all of the foregoing disadvantages of a regular partnership, converting a partnership to an LLP is the best alternative available. An LLP is a separate legal entity that exists independently of the firm’s partners.
  • Because the partners’ responsibility is limited, creditors will not pursue them for any debts or dues owed to the partnership firm.
  • A limited liability partnership (LLP) combines the advantages of a typical partnership and a private limited company. As a result, this type of hybrid entity is appropriate for people that require a great deal of flexibility.

Q.: What is the partnership’s strength at the moment of conversion?

  • The number of partners must be the same at the time of conversion. There must be no increase or decrease in the number of partners in any way.

Q.: What is the maximum number of names that can be reserved for the LLP?

  • The name of the LLP must be reserved in advance by the firm’s partners as part of the conversion process. This name reservation procedure or process can be completed online. The partnership would be allowed to reserve a maximum of six names. For the partnership firm, these names must be listed in order of preference. During the conversion of partnerships, the registrar may also request that the LLP apply for a new name.

Q.: What are the requirements that an LLP must follow when it comes to naming?

The partners must adhere to the following guidelines while naming the partnership:

  • The name must not be infringing on any intellectual property rights in India.
  • The LLP’s name must be unique and distinctive in character;
  • it must not mislead anyone, especially the general public; and it must not violate any Indian public or constitutional law.

Q.: What does it mean to contribute capital to an LLP?

  • The amount of capital contribution must be stated by the respective partners when converting a partnership into an LLP.

Q.: Is it necessary for a director to have a DIN in order to administer an LLP?

  • In most cases, an LLP will have partners. A director identification number is required for any director who is selected to carry out the LLP’s responsibilities (DIN). The independent directors of an LLP must comply with such standards.

Q.: Why should you choose an LLP over a partnership firm?

Apart from the major distinctions, the LLP has a few characteristics that make it a better choice than a traditional partnership firm:

  • Management Freedom/Leeway: The partners are granted a reasonable amount of flexibility in running the LLP’s operations and day-to-day activities. The Limited Liability Partnership Act of 2008 has little impact on the LLP Agreement, which implies that the Act is rather flexible in terms of how the agreement can be written.
  • Perpetual Succession: Unlike ordinary partnerships, the LLP continues to exist even if one of the partners dies.
  • Attractiveness to Investors: LLPs are attractive to foreign investors and venture capital funds because they have a corporate structure and are more organized than regular partnerships.
  • Multidisciplinary LLPs: An LLP allows professionals from multiple disciplines to collaborate, which is a unique trait and an advantage in and of itself.

Q.: What are the conditions for becoming Partner of LLP?

There are some pre-requisites condition must be followed for becoming partner of Limited Liability Partnership Firm:

  • The age of Partner is more than 18 years
  • The partner must not have any form of disqualifications
  • The partner must not be criminally liable
  • The partner must not be insolvent

Q.: Who can be partner in the partnership Firm ?

Who can be partner in the partnership Firm