CHANGE IN LIMITED LIABILITY PATNERSHIP AGREEMENT
Partnership Agreement of the Limited Liability Partnership (LLP) is similar to Memorandum and Articles of Association of a company. In the LLP agreement, nature of business activities to be carried on, rights, duties and obligations of partners are mentioned.
A. To revise the LLP agreement a resolution needs to be passed by the partners.
B. Form 3 is to be filed with the Registrar within 30 days of passing the resolution containing the following details
1. Date of modification in the agreement.
2.Reason of change – whether the change is on account of :
c) Change in any other relevant details like-
- Rights and duties of partners
- Restrictions on the authority of partners
- Management and administration of LLP
- Acts/Deeds that can be done only with the consent of all the partners or with consent of majority or certain percentage of partners.
- Procedure of calling, holding and conducting meetings
- Details of indemnity clause
- In relation to partner(s), details of agreement related to.
- Expulsion and
- Resolution of disputes, if any, between the partners and/or between the partners and the LLP.
Duration of the LLP
- Voluntary winding up
- Any other clauses related to the LLP agreement
d) Details of change Main division of industrial activity as per NIC-2004 (based on changed business activities)
- Initial LLP agreement
- Changed LLP agreement
3. Form 4 is required to be filed along with details of all individuals ans corporates being appointed as partner(s) for change:
a)In case of appointment, cessation, change in name/address/designation of a designated partner or partner, Form 4 needs to be filed.
Consent of the partner.
Evidence of cessation.
Affidavit or any proof of change of name.
- If the partner or a designated partner of the LLP is a company, copy of resolution of the company to become partner in LLP is also required.