An LLP that is not carrying on business can apply to the ROC in Form 24 to have its name struck off, after filing pending annual returns, closing its bank account, settling liabilities and obtaining consent of all partners. Designated partners submit an affidavit and indemnity, and the ROC publishes a notice before striking off.
Eligibility
- LLP not carrying on business for a year or more, or never started
- No assets or liabilities
- Pending Form 8 and Form 11 filed as required
Steps
- Settle liabilities and close the bank account.
- Obtain consent of all partners.
- Prepare statement of accounts showing nil assets and liabilities.
- Affidavit and indemnity bond by designated partners.
- File Form 24 with the fee.
- ROC notice and strike-off.
Surrender other registrations
Cancel GST, close tax accounts and surrender licences so no filings remain pending after closure.
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Get expert help →Alternative route
LLPs with assets or liabilities to settle use voluntary winding up under the applicable law rather than Form 24.
Frequently asked questions
Is filing pending Form 8 and 11 required before closure?
Yes, the ROC generally requires pending returns to be filed before Form 24 is processed.
How long does LLP closure take?
Usually a few months after Form 24 is filed, allowing for public notice and objections.
Can an LLP be closed if a partner is not traceable?
Consent of all partners is required. If a partner cannot be traced, legal advice is needed on alternative routes.
Do partners remain liable after closure?
Partners remain liable for any obligations concealed or arising from actions before closure, as undertaken in the indemnity.
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