How to Change Registered Office of Limited Liability Partnership?
A limited liability partnership is formed under Limited Liability Partnership Act, 2008 that came into effect from 1st April, 2009 onwards. An LLP can change the location of its registered office but it must be done as per the provisions laid down in the Act and relevant Rules of Limited Liability Partnership Rules, 2009. A Change Registered Office of Limited Liability Partnership falls under either of the three situations:
- Change of office within the State as well as within the jurisdiction of same Registrar
- Change of office within the State but outside the jurisdiction of same Registrar
- Change of office outside the State
Change of office within State
Change of office within the State as well as within same Registrar's jurisdiction is the easiest of the three situations. The first step is to check the LLP for any procedure. If there is a procedure laid down then it must be followed else consent from all the partners must be taken. Once all partners give their consent, relevant Form must be filed with the Registrar within 30 days of passing of the resolution.
The form must be accompanied with the consent of partners and address proof of new registered office. Then the partners must execute a supplementary agreement and file it along with Form LLP-3. There is no need to take consent of creditors.
Change of registered office intra-State but inter-Registrar jurisdiction
In this case the State remains the same but Registrar changes like, Maharashtra. It has two Registrars. One in Mumbai and other in Pune. The procedure is same as that of the change of office within state and within the jurisdiction of the same Registrar. In addition to the above mentioned procedure, a copy of Form must be sent to the Registrar in whose jurisdiction your new registered office will be located. Neither the consent of creditors is required nor a public notice is to be published.
Change of registered office outside state
Change of registered office from one state to another requires consent of all the partners, if the LLP Agreement is silent. Along with partners' consent you will also need consent of secured creditors. The LLP should then get a public notice published in an English and a vernacular newspaper. The notice must get published at least 21 days before the form is filed with the Registrar.
Within the next 30 days, Form must be filed with the Registrar within whose jurisdiction old registered office is situated. A copy of Form must also be sent to the Registrar within whose jurisdiction the registered office is being shifted to. The Form must be annexed with consent of all the partners, a copy of published public notice and address proof of new registered office. Then a supplementary agreement must be executed and filed along with relevant Form.
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