LLP Deed Amendment

Altering the LLP Agreement is an easy and quick process. For altering the LLP Agreement, you need to pass an appropriate board resolution and file form 3 with the Registrar within 30 days.

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Overview

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.

Overview

PAN and Aadhaar Card

Both PAN and Aadhaar Card of all Indian Shareholders and Directors

Identity Proof

Either Voter ID, Passport, or Driving License of the Shareholders and Directors.

Proof of Address

Copy of the latest Telephone Bill, Electricity Bill, or Bank Account Statement of the Shareholders and Directors

Photographs

Latest passport size photographs of all the Shareholders and Directors

Business Address Proof

Either of the latest Utility Bill (Electricity, Telephone, Gas, Water) or Property Tax Bill of the registered office address. Rent agreement and NOC from the owner in case of rented property

Proof of Address

Copy of the latest Telephone Bill, Electricity Bill, or Bank Account Statement of the Shareholders and Directors

Reasons for change in LLP Agreement

Change Business Activity

An LLP cannot undertake the activities that are not included in the agreement. Hence, if you want to change the activities modification of the agreement is must task. The activities can be changed by adding new activities or product lines or even eliminating the previous ones that are discontinued.

Change capital and profit sharing ratio

Capital is the most crucial need of the business that requires to be increased with passing time and growth of a business. Capital sharing ratio and profit (loss) sharing ratio are interlinked from the partner’s perspectives. To affect both or any of them, executing supplementary deed would be required.

Change rights and responsibilities of partners

Partners and their status being intact, the rights and responsibilities of the partners can be changed as per their roles and requirements. Administrating powers or restriction on few activities and similar changes are covered mostly while changing such terms.

Change other clauses

Other important clauses, such as jurisdiction of LLP, terms of resignation, notice period, conditions of appointment and removal, change in the duration of the partnership, etc. can be changed as per the requirement of the partners and business. Addition, alteration or deletion of clauses can also be covered.

Documents required to change LLP Agreement

Digital Signature Certificate

PAN Card of all partners DSC of one of authorised partner to be provided

LLP Agreement

An agreement to be provided including the amendments, if any

CoI

Certificate of Incorporation of LLP to be provided

PAN Card

Copy of PAN card of the LLP to be provided

THE PROCESS

Change Agreement in 3 easy steps

1. Answer Quick Questions

Fill in our questionnaires that take less than 10 minutes
Provide basic details & documents
Make payment through secured payment gateways

2. Experts are Here to Help

Assigned Relationship Manager
Drafting of necessary resolutions and documents
Drafting of Supplementary Deed
Payment of stamp duty on deed
Filing application with MCA

3. Your Company is Registered

All it takes is 12 – 15 working days*

ONLINE REGISTRATION

Process to modify LLP Agreement

Day 1

Discussion and consultancy for required changes
Collection of basic Information & documents

Day 2 - 6

Drafting of necessary resolutions & documents
Drafting of Supplementary LLP Agreement
Provide documents prepared after signature
Payment of stamp duty on Agreement

Day 7 - 8

Preparation of application for change
Filing LLP Form 3 and necessary documents with MCA

Day 9 onwards

Government processing time

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How is the supplementary agreement executed?

Once the deed is prepared by the professionals and confirmed by the partners, appropriate stamp duty must be paid on the agreement. Further, all the partners and designated partners must put their signature reflecting their approval for the change. A deed should be notarized if required.

What is the amount of stamp duty payable?

The amount of stamp duty shall be payable based on the capital contribution involved in the change of LLP Agreement. The rates of stamp duty vary from state to state. Where the change of Agreement does not involve capital contribution, the Supplementary Deed to LLP Agreement shall be executed on payment of Rs 100/- towards stamp duty (included in package cost). The stamp duty in addition to Rs 100/- is payable separately.

When is the supplementary deed required to be filed?

Once the deed is executed by the partners, it must be filed with MCA for its approval. It is filed within 30 days of execution or the effective date, whichever falls earlier.

Whether notary is required on supplementary deed?

A requirement of a notary is led by the concerned State of LLP. Although it is not required for all States, for States such as UP or Delhi notarisation is mandatory.

When will the changes in LLP Agreement be effective?

The concept of DPIN (Designated Partner Identification Number)a is replaced by DIN with respect to the LLP incorporation. Director Identification Number is a unique number assigned by the MCA to Individuals on whose behalf the application is made. This allows any individual to be Director in any Company or Designated Partner in LLP. The application of DIN allotment is made with incorporation application in FiLLiP subiect to maximum 2 DIN.

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