Statutory Compliance Calendar of Limited Liability Partnership as per LLP Act, 2008 and Rules thereunder: ICAI

Statutory Compliance Calendar of Limited Liability Partnership as per LLP Act, 2008 and Rules thereunder

Chapter-I Background/ Introduction

The Limited Liability Partnership Act, 2008 and the Rules made thereunder cast liability on the LLP and its Designated Partner to file various forms with the Registrar within the given timelines.

The compliances (in respect of forms) are divided into various situations such as:

a) Annual filing compliances

b) Incorporation Based compliances

c) General Event-Based compliances

d) Special Event-Based compliances

e) Compliances relating to Foreign LLP

Each of these compliances has been elaborated.

All the requirements of the forms have been detailed as per the following parameters:

1. Purpose

2. Reference to the Law governing the e-form

3. Due date of filing the e-form

4. Change in timelines due to COVID-19

5. Enclosures to be made

6. DSC requirement

7. Certification Requirement

8. Procedural requirement

9. Procedure to upload belated forms

10. Fees payable

11. Consequences for the delay.

Chapter-II List of forms required to be filed as per LLP Act, 2008 and rules thereunder

A. Annual Filing Forms

a. Form-8 i.e. Statement of Accounts and Solvency

b. Form-11 i.e. Annual Return of LLP

B. Forms for Incorporation of LLP

a. Form-RUN-LLP i.e. Reservation of name for new LLP/ already incorporated LLP for change of name

b. Form-FiLLiP i.e. LLP incorporation form

c. Form-3 i.e. Information with regard to the limited liability partnership agreement and changes, if any, made therein

C. General Event-Based Forms

a. Form-4 i.e. Notice of appointment, cessation, change in name/ address/designation of a designated partner or partner. and consent to become a partner/designated partner

b. Form-5 i.e. Notice for change of name

c. Form-12 i.e. Form for intimating other address for service of documents

d. Form-15 i.e. Notice for change of place of registered office

e. Form DIR-3 i.e. Application for allotment of Director Identification Number

f. Form DIR-6 i.e. Intimation of change in particulars of Director to be given to the Central Government

D. Special Event-Based Forms

a. Form-17 i.e. Application and statement for the conversion of a firm into Limited Liability Partnership (LLP)

b. Form-18 i.e. Application and Statement for conversion of a private company/ unlisted public company into limited liability partnership (LLP)

c. Form-23 i.e. Application for direction to Limited Liability Partnership (LLP) to change its name to the Registrar

d. Form-24 i.e. Application to the Registrar for striking off name

e. Form-31 i.e. Application for compounding of an offense under the Act

f. Form-22 i.e. Notice of intimation of Order of Court/ Tribunal/CLB/ Central Government to the Registrar

E. Forms to be filed by Foreign LLP

a. Form-25 i.e. Application for reservation/ renewal of name by a Foreign Limited Liability Partnership (FLLP) or Foreign Company

b. Form-27 i.e. Form for registration of particulars by Foreign Limited Liability Partnership (FLLP)

c. Form-28 i.e. Return of alteration in the incorporation document or other instrument constituting or defining the constitution; or the registered or principal office; or the partner or designated partner of limited liability partnership incorporated or registered

d. Form-29 i.e. Notice of (A) alteration in the certificate of incorporation or registration; (B) alteration in names and addresses of any of the persons authorized to accept service on behalf of a foreign limited liability partnership (FLLP) (C) alteration in the principal place of business in India of FLLP (D) cessation to have a place of business in India

Chapter-III Detailed Description of each of the Annual Filing Forms

Details of each of the forms required to be filed is given below:

A. Form-8 (Statement of Accounts and Solvency)

1. Purpose

This form is applicable for filing details w.r.t “Annual” and “Interim” Statement of Accounts and Solvency (SAS). The “Annual” SAS is mandatorily required to be filed as per the requirement of the LLP law, whereas the “Interim” SAS can be filed at the discretion of LLP.

In the case of “Annual” SAS, the information to be provided should be as of 31st March of the year for which the statement is being filed. Whereas, In the case of “Interim” SAS, the details w.r.t creation/modification/satisfaction as the case may be, has to be filed.

2. Reference to the law governing the e-form

This form is required to be filed pursuant to sec-34 read with rule 24 of the LLP Rules, 2009.

Extract of the law for reference is given below:

Section 34(3)- “Every limited liability partnership shall file within the prescribed time, the Statement of Account and Solvency prepared pursuant to subsection (2) with the Registrar every year in such form and manner and accompanied by such fees as may be prescribed.”

Rule 24(4)- “For the purposes of subsection (3) of section 34, every limited liability partnership shall file the Statement of Account and Solvency in Form 8 with the Registrar, within a period of thirty days from the end of six months of the financial year to which the Statement of Account and Solvency relates.

Provided that if a limited liability partnership has closed the financial year on the 31st March 2011, it shall file the Statement of Account and Solvency in Form 8 with the Registrar, within a period of sixty days from the end of six months of the financial year to which the Statement of Account and Solvency relates.”

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