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LLP Winding Up Online | Process, Documents, Compliance Checklist
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LLP winding up online made simple. Step-by-step process, required documents, compliance checklist, and expert support for voluntary and tribunal-based LLP closure.
LLP Winding Up Online
Close your Limited Liability Partnership (LLP) efficiently and compliantly with a seamless, fully managed winding-up process. Our expert team guides you through every step—from resolution and compliance filings to final dissolution—ensuring your LLP is legally closed and all obligations are met.
What is LLP Winding Up?
LLP winding up is the formal legal process of dissolving a Limited Liability Partnership, settling its debts, liquidating its assets, and removing its name from the official register. This process can be initiated voluntarily by the partners or compulsorily by a tribunal due to insolvency, inactivity, or breach of law.
Modes of LLP Winding Up
Voluntary Winding Up: Initiated by partners when they decide to close the LLP and settle all liabilities.
Compulsory Winding Up: Ordered by a tribunal due to reasons such as insolvency, default, or non-compliance.
Step-by-Step LLP Winding Up Process
1. Settle Liabilities and Obtain Consent
Ensure all outstanding liabilities, debts, and statutory dues are cleared.
Obtain consent from all partners through a formal resolution (approval of at least three-fourths of total partners required).
If the LLP has creditors, obtain a No Objection Certificate (NOC) from all creditors confirming that liabilities are settled.
2. Pass Resolution for Winding Up
Hold a meeting of partners and pass a resolution for voluntary winding up.
File the resolution with the Registrar within 30 days of passing.
3. Declaration of Solvency
Majority of designated partners must make a declaration (verified by affidavit) stating that the LLP has no debts or can pay its debts in full within one year.
Attach a statement of assets and liabilities (attested by at least two partners) and a valuation report if assets exist.
4. Approval from Creditors (if applicable)
If there are secured or unsecured creditors, seek their approval for winding up. Creditors must respond within 30 days.
5. File Pending Compliance Filings
Complete all pending annual filings (Form 11 for Annual Return, Form 8 for Statement of Accounts & Solvency).
File final income tax and GST returns.
6. File Application for Winding Up
Submit Form 24 to the Registrar of Companies (RoC) for striking off the LLP, along with supporting documents and declarations.
7. Appointment of Liquidator (if required)
In some cases, a liquidator may be appointed to oversee the distribution of assets and settlement of claims.
8. Final Report and Dissolution
Prepare final accounts and a report on the winding-up process.
File the final report and accounts with the Registrar.
The Registrar verifies the documents and, if satisfied, issues a Certificate of Dissolution, officially closing the LLP.
Required Documents for LLP Winding Up
| Document Type | Details/Description |
|---|---|
| Resolution for Winding Up | Signed by at least three-fourths of partners |
| Declaration of Solvency | Affidavit by designated partners confirming ability to pay debts |
| Statement of Assets & Liabilities | Attested by at least two partners, up to the date of winding up |
| Valuation Report | By a registered valuer, if LLP has assets |
| NOC from Creditors | Written consent from all creditors |
| Consent Letters | From all designated partners |
| Latest IT and GST Returns | Proof of filing all tax returns |
| Statement of Account (Form 8) | Up to the date of closure |
| Annual Return (Form 11) | Latest filed annual return |
| Affidavit & Indemnity Bond | From partners confirming no liabilities remain |
| Application for Closure (Form 24) | Main form for striking off LLP |
| Other Supporting Documents | Any additional documents required by the Registrar |
LLP Winding Up Compliance Checklist
| Step/Requirement | Description |
|---|---|
| Settle Liabilities | Clear all outstanding debts and dues |
| Partner & Creditor Consent | Obtain resolution and NOC from partners and creditors |
| File Pending Returns | Complete all annual, income tax, and GST filings |
| Prepare Financial Statements | Statement of assets, liabilities, and valuation report |
| File Form 24 | Submit closure application with all supporting documents |
| Registrar Verification | RoC reviews and may publish notice in the official gazette |
| Certificate of Closure | Obtain official certificate confirming dissolution |
| Record Maintenance | Retain closure documents for future reference |
Frequently Asked Questions (FAQs) – LLP Winding Up Online
What is the difference between voluntary and compulsory winding up?
Voluntary winding up is initiated by partners, while compulsory winding up is ordered by a tribunal due to legal or financial issues.
Is it mandatory to file all pending returns before LLP closure?
Yes, all statutory returns (Form 8, Form 11, income tax, GST) must be filed before applying for winding up.
What is Form 24 in LLP winding up?
Form 24 is the application form submitted to the Registrar to strike off the LLP from official records.
How long does the LLP winding up process take?
Typically, 3–6 months, depending on compliance status and RoC processing.
Can an LLP be closed if it has outstanding liabilities?
No, all liabilities must be settled and NOC obtained from creditors before closure.
What happens after the LLP is dissolved?
The LLP ceases to exist as a legal entity and cannot conduct business or enter into contracts.
Get Started with LLP Winding Up Online
Contact us today for expert assistance in winding up your LLP. Experience a hassle-free, secure, and fully compliant closure process—so you can move forward with confidence.
Let our professionals handle your LLP winding up and compliance so you can focus on your next business venture.
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