LLP agreement is crucial. In India Limited Liability Partnership (LLP) the partner has to be removed for various reasons or would like to resign. The removal or resignation of the partner must be properly recorded and the relevant filings must be filed with the Ministry of Corporate Affairs for the effect of the removal or resignation of the partner. In this article, we focus on the process of removing a partner from an LLP registration in Bangalore or the effect of resigning.
Resign or remove partner from an LLP agreement
A partner in an may cease to be a partner of the LLP in accordance with the LLP agreement between the partners. If there are no restrictions in the LLP agreement, the partner in the LLP may resign from the LLP by giving written notice to the other partners in the LLP not less than 30 days in advance.
In the following circumstances, the LLP partner will automatically stop being a partner in the LLP:
On the death of a spouse
On the dissolution of LLP
If the spouse is declared as upset
If the partner is adjusted as an insolvent or declared as insolvent.
A partner in an LLP registration in bangalore shall be deemed a partner, unless the other partner has received a written notice of intent to resign or is not notified to the Registrar.
Partner’s rights and responsibilities upon removal or resignation
Any partner who ceases to be an LLP partner by death or bankruptcy is entitled to the following from the LLP:
The former partner actually does any amount equal to the capital contribution;
The right to share in the accumulated profits after deducting the accumulated losses (if any) fixed on the date of termination of the partnership.
Partners in the LLP may also transfer their right to share the profits and losses of the LLP and receive distribution in accordance with the LLP agreement. In the case of removal or resignation of a partner from the LLP, then the LLP partnership agreement may have different provisions regarding the rights of the outgoing partner.
Upon removal or resignation or termination of a partner in the LLP, any liability that may arise when that person was a partner in the LLP will not be waived and will continue.
Removal of LLP partner by majority
The partner in the LLP cannot be removed by the majority of the other partner, unless the LLP agreement explicitly does not provide such powers. If the LLP agreement provides such power, the partner can be removed and Form 4 must be entered into for removal effect.
File an LLP Form 4
In order for a partner to resign or be removed or terminated from the LLP, the LLP Form 4 must be filed within 30 days of the partner being removed or resigned or terminated. The form must be signed by the designated partner of the LLP and entered into the transaction with a certificate from a chartered accountant or company secretary or cost accountant. The chartered accountant or company secretary or cost accountant must certify that the books and records of the LLP have been found to be true and correct.
Documents required from partners and designated partners to close the LLP
Partners are required to submit the following documents to close the LLP:
Partners’ PAN Card – In addition to the application form and indemnity required to be submitted to the Registrar, in order for the LLP to close, you must also submit the PAN cards of all LLP partners and designated partners.
Partners’ Aadhaar Card – Like PAN card, it is necessary to submit another document to close the LLP.
Proof of last address of the partners- In addition to the above two documents, the latest address of all the partners of the LLP is also required to be submitted.
Letter of Consent- for the LLP to close, you will also need to get a letter of consent signed by all the partners and submit it along with the form and fee.
How to close LLP in India
Step 1: Resolution
By agreeing to dissolve the partnership, a special resolution must be passed by all of the company’s partners or.
Step 2: Form No. 1
Within 30 days of the passing of the resolution, Form No. 1, with a copy of the resolution is filed with the Ministry of Corporate Affairs (MCA),
Step 3: No debt declaration
At least two members of the LLP must declare that they have no debt or liability. Or if it does, it will be settled within a year from the start of the expiration.
Step 4: Form 4 and the value of the property
Form number, along with a report on the value of the LLP’s assets, must be submitted to the Registrar within 15 days of filling out the form and the statement states that the LLP has not been closed to defraud anyone.
Step 5: Creditor Consent
The next step is to obtain consent from the creditors of the LLP, to terminate the business. For this purpose, at least order company creditors must consent.
Step 6 – Filing Form 6
Within 14 days of receiving the creditors’ consent, an advertisement must be placed in the local newspaper. If the LLP has assets or liabilities, a liquidator is appointed and his statement needs to be filed using Form 6.
Step 7: Form File 9
Prepare the final account statement of the LLP and submit it along with Form 9 to complete all the formalities.
Conclusion for removing and resigning partner in LLP
As you can see the partner can be removed by most of the partners at any time, for which they follow the procedure specified in the absence of proceedings in their LLP agreement in bangalore, then they follow the MCA procedure. You have to file a form file as it is a mandatory form for those who want to change their LLP agreement or remove the partner name. The process is straightforward. You can file this online through the MCA portal. And if you are a partner and want to resign from the LLP, you have to give notice to the other partner 30 days before the resignation.