How to Change the Name of LLP ?
A limited liability partnership works almost like a company, except that it is not a company in form. It has nearly all the salient features of a company like, perpetual succession, limited liability, unlimited number of owners (partners). It is a body corporate that has a separate legal entity. It requires at least two designated partners like a company that requires directors. An LLP can be said as an entity with the substance of a company but form of a partnership. Hear we learn How to Change the Name of LLP and its process.
A LLP like company can alter its name, registered office etc without a change in it’s legal status. The LLP agreement formulated at the time of registration of LLP is its constitution that governs it’s working. For instance, it lists the rights and duties of partners. Now every partner has to perform his set of duties and those are the rights he'll get. The LLPs are governed by Limited Liability Partnership Act, 2008 but the rules with which the partners have to run their firm is mentioned in its Agreement.
Change or Alteration of Name
Limited Liability Partnerships can change their name and the provisions for it are laid down in Section 19 of the Act and Rule 20 of the Limited Liability Partnership Rules, 2009. To alter a name first of all the LLP Agreement must be checked. If it specifies a particular procedure then that procedure must be followed.
For instance, if it says that 3/4th majority is required to pass the resolution then it should be done accordingly. If the Agreement is silent and does not specify any procedure then consent of all the partners must be obtained. Each and every partner must agree with change of name of the LLP.
Once the consent is received check the availability of proposed name on the website of Ministry of Corporate Affairs. Remember the name should not be undesirable. It should also not be similar or bear resemblance to an existing one. If the name is available make an application to get the name reserved by filing e-Form LLP-1. The form must be accompanied with consent of all the partners.
After receipt of application, Registrar will check for its validity. If its valid it will reserve it for a period of 3 months from the date of intimation to the LLP. Then an application must be filed with the Registrar for change of name in e-Form LLP-5. It too should be accompanied with consent from all the partners and notice of change of name. If the Registrar feels the reasons for change of name are valid he will issue a new Certificate of Incorporation (COI) in Form No. 16 with the new name on it.
Upon receipt of fresh COI the name of your LLP will stand altered. The change shall be effective from the date mentioned on the COI. Finally a supplementary agreement will have to be executed and filed along with Form LLP-3.
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