The Limited Liability Partnership (LLP) Agreement is the charter of a Limited Liability Partnership company, similar to the Memorandum of Association and Articles of Association for a private limited company. It defines the scope and extent of the LLP’s operations as well as the rights, duties, obligations of the partners. Altering the agreement is straightforward. All you need to do is pass a resolution approving the revision in the LLP agreement. The second step is to file Form 3 with the Registrar within 30 days of the amendment in the agreement.
What Is The Process Of Changing An Llp Agreement?
The step by step process of changing the format of LLP agreement is as follows
The partners must meet to pass a resolution for the required changes in the draft LLP agreement. This may be to change capital contribution, for example.
Within 30 days of the passing of the resolution, Form-3 needs to be filed with the Registrar.
The details to be submitted in Form 3 are-
Date of LLP agreement modification
Reason of the modification in the LLP agreement sample– whether it is due to:
Change in a partner(s)
Change in business activities
Change in contribution and profit sharing percentage of any of the partners
Any other change in matters related to-
DUTIES & RIGHTS OF PARTNERS
Restrictions imposed on the authority of any or all of the partners
Administration and management of the LLP
The procedure of calling and conducting meetings
Acts that can be made only with the approval of all or a specific number of the partners
CONTENTS OF THE INDEMNITY CLAUSE
Disputes and resolution of issues related to
The partner and the LLP
Voluntary winding up
Duration of the LLP
Possible activities of the business after the change
The division of industrial activity after the change in the LLP agreement format.
The details of contribution and profit sharing percentage of the partners after the change in the LLP agreement
Form-4 needs to be filed with the Registrar (along with the Form-3),
If the change in the LLP agreement format is due to the change in a partner(s) or designated partner(s).
In case of the appointment, cessation or change in designation/name/address of partner(s) or designated partner(s).
What Are The Documents Required To Change An Llp Agreement?
The following documents are required to change an LLP agreement –
Documents to be enclosed with Form 3
Original LLP Agreement
Modified LLP agreement
Resolution regarding the changes to be made, which is passed in a meeting by the LLP Partners
Any supplementary forms or documents required as proof
Documents to be enclosed with Form 4
Consents of each of the partners
An affidavit or other proof of a change in name
Evidence of cessation
If any of the partners is a company, the copy of the resolution in this regard
Copy of authorization/resolution mentioning the name & address of individuals(s) nominated as a representative of the partner/nominee
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