LLP second amendment rules 2023

EXTRAORDINARY PART II —Section 3 —Sub-section ( i) PUBLISHED BY AUTHORITY No. 504] NEW DEL HI, FRIDAY, SEPTEMBER 1, 2023/ BHADRA 10, 194 5 CG-DL-E-04092023-248539 / . / (iv) कुल (i+ii-iii) (ि) क्िा भारत का यिवासी है हाँ िहीं (ड) क्िा भारत का यिवासी हाँ िहीं (ढ) क्िा भारत का यिवासी है हाँ िहीं अचधकत ि 2 एिबी (ब) क्िा भारत िें यिवासी हाँ िहीं MINISTRY OF CORPORATE AFFAIRS NOTIFICATION New Delhi, the 1 st September, 2023 G.S.R. 644(E).—In exercise of the powers conferred by sub -sections (1) and (2) of section 79 of the Limited Liability Partnership Act, 2008 (6 of 2009), the Central Government hereby makes the following rules further to amend the Limited Liability Partnership Rules, 2009 namely: - 1. Short title and commencement .—(1) These rules may be called the Limited Liability Partnership (Second Amendment) Rules, 2023. (2) They shall come into force on the date of their publication in the Official Gazette. 2. In the Limited Liability Partnership Rules, 2009, for the Form 3 and Form 4, the fo llowing Forms shall respectively be substituted, namely: — LLP Form No. 3 Information with regard to Limited Liability Partnership Agreement and changes, if any, made therein [Pursuant to rule 21(1) of Limited Liability Partnership Rules, 2009 ] Refer instruction kit for filing the for m All fields marked in * are mandatory 1 *Form filed for Filing information with regard to initial LLP Agreement For information with regard to changes in LLP Agreement 2 *Limited Liability Partnership identification number (LLPIN) (a) *Name of th e Limited Liability Partnership(LLP) (b) * Address of the registered office of the LLP (c) *Jurisdiction of Police Station (d) * e-mail ID Information with regard to initial LLP Agreement 3 (a) Place at which the initial Agreement was made State District (b) Date of Agreement (DD/MM/YYYY) (c) Date of Ratificat ion, in case initial Agreement was made prior to incorporation (DD/MM/YYYY) 4 Business activities to be carried on by LLP on incorporation 5 Obligation to contribute (i) Total Number of partners as on the date of filing the Form (ii) Details of each partner to contribute money or property or other benefit or to perform services and their profit sharing ratio Form language English Hindi S.No. DPIN/Income tax PAN/Passport number of the partner/nominee Details of DIN/Income tax PAN/Passport number Name of Individual Partner/ Nominee of Body Corporate Type of Body Corporate LLPIN/ CIN/ FCRN/ FLLPIN/ Other Identification Number Details of LLPIN/ CIN/ FCRN/ FLLPIN/ Other Identification Number Name of Body Corporate Designation (Partner/Designate d Partner) Form of contribution Monetary value of contribution % of Profit sharing (iii) Total Monetary value of partners’ contribution in the LLP (in figures) (INR) 0 6 Mutual Rights and Dut ies of Partners 7 Restrictions, if any, on the partners’ authority 8 Management and Administration of LLP (a) Acts, matters or things, if any, which can be done only with the consent of all the partners/consent of requisite number or percentage of pa rtners (b) Procedure for calling, holding and conducting meetings, (where the decisions are to be made at meetings of partners) 9 Details of indemnity clause, if any . 10 Details of agreement relating to : (a) Admission of a new partner (b) Retirement of a pa rtner (c) Cessation of a partner (d) Expulsion of a partner (e) Resignation of a partner 11 Clause relating to resolution of disputes (a) Between the partners (b) Between the partner and the LLP 12 Information relating to duration of LLP, if any 13 Information relating to voluntary winding up 14 Information of clauses in the agreement: (a) relating to rule 16 (2) (b) relating to rule 17 (1) (c) relating to rule 20 (1) (d) relating to rule 24(18) (a) 15 Any other infor mation or clause relating to the LLP Agreement not covered above (optional) Information with regard to changes (addition, omission or alteration) in the LLP Agreement 16 Date of modification of the agreement (DD/MM/YYYY) (a) Number of amendments/changes made in LLP agreement till date (b) SRN of Form 4 or Form 5 of last one year from the date of filing this form through which notice of change/amendment in the LLP agreement has been filed with the Registrar Sr. No. SRN 17 Whether change in agreement is on account of Change in business activities Change in partner(s) Change in partner's contribution and % of profit sharing Change due to other reasons Specify the ot her change to LLP agreements Mutual Rights and Duties of Partners Restrictions, if any, on the partners’ authority Acts, matters or things, if any, which can be done only with the consent of all the partners/consent of requisite number or percentage of partners Procedure for calling, holding and conducting meetings, (where the decisions are to be made at meetings of partners) Details of indemnity clause, if any Details of agreement relating to - Admission of a new partner Detai ls of agreement relating to - Retirement of a partner Delete row Add row Delete Delete Delete Details of agreement relating to - Cessation of a partner Details of agreement relating to - Expulsion of a partner Details of agreement relating to - Resignation of a partner Clause relating to resolution of disputes - Between the partners Clause relating to resolution of disputes – Between the partner s and the LLP Information relating to duration of LLP, if any Information relating to voluntary winding up Information of clauses in the agreement relating to rule 16 (2) Information of clauses in the agreement relating to rule 17 (1) Information of clauses in the agreement relating to rule 20 (1) Information of clauses in the agreement relating to rule 24(18) (a) Any oth er information or clause relating to the LLP Agreement not covered above (optional) 18 Details of change in business activity (a) Based on new/ changed business activities, search and select industry sub class (as per NIC codes 2008) Primary (b) Description of industrial activities to be carried out by the LLP Main industrial activity - NIC Code - Description of NIC code Other industria l activity - NIC Code - Description of NIC code (c) Description of business activities, after change (d) Do change in business activities require change in name of the LLP Yes No 19 (a) Details of each partner s’ obligation to contribute money or property or other benefit or to perform services and their profit - sharing ratio, after change in LLP agreement and Details of designated partners and part ner appointed S. No. Whether Body C orporate Partner (Yes / No) DPIN/Inc ome-tax PAN/Pas sport number of the partner/n ominee Details of DIN/Income tax PAN/Passpor t number Name of Individu al Partner/ Nomine e of Body Corpora te Type of Body Corporate LLPIN/ CIN/ FCRN/ FLLPIN/ Other Identificati on Number Details of LLPIN/ CIN/ FCRN/ FLLPIN/ Other Identificati on Number Name of Body Corporate Designation (Partner/Desi gnated Partner) Form of contribution (Conversion/C ash/ Other than cash) Moneta ry value of contrib ution % of Prof it shar ing Type of change (Addition/ Deletion/C hange/No Change) (b) (i) Total number of existing designated partners and partners prior to change (ii) Total number of designated partners and partners appointed (iii) Total number of designated partners and partners removed (iv) Total number of designated partners and partners after the change (c) Total monetary value of contribut ion, after changes (in figures) (INR) (i) Existing (ii) Addition (iii) Reduction (iv) Total (i+ii -iii) (v) Total (in words) 20 Change due to other reasons (a) Mutual Righ ts and Duties of Partners (b) Restrictions, if any, on the partners’ authority (c) Acts, matters or things, if any, which can be done only with the consent of all the partners/consent of requisite number or percentage of partners Max 2 MB Choose File Remove Download Max 2 MB Choose File Remove Download Max 2 MB Choose File Remove Download (d) Procedure for calling, holding and conducting meetings, (where the decisions are to be made at meetings of partners) (e) Details of indemnity clause, if any (f) Details of agreement relating to - Admission of a new partner (g) Details of agreement relating to - Retirement of a partner (h) Details of agreement relating to - Cessation of a partner (i) Details of agreement relating to - Expulsion of a partner (j) Details of agreement relating to - Resignation of a partner (k) Clause relating to resolution of disputes - Between the partners (l) Clause relating to resolution of disputes - Between the partner and the LLP (m) Information relating to duration of LLP, if any (n) Information relating to voluntary winding up (o) Information of clauses in the agreement relating to rule 16 (2) (p) Information of clauses in the agreement relating to rule 17 (1) (q) Information of clauses in the agreement relating to rule 20 (1) (r) Information of clauses in the agreement relating to rule 24(18) (a) (s) Any other information or clause relating to the LLP Agreement not covered above (optio nal) Attachments (a) Initial LLP Agreement (b) Supplementary/ amended LLP agreement containing changes (c) Optional attachment(s) - if any Statement *I the designated partner of the LLP do state that (i) I am a person named in the Incorporation Document as a designated Partner / I am a designated Partner of the LLP; (ii) the particulars given above are in accordance with the initial LLP agreement /subsequent agreement relating to change in the LLP agreement; (iii) the original copy of LLP Agreement will be produced whenever called for ; (iv) in case of change in contribution, the fees payable to Registrar ha ve been/ are being paid; (v) I make this statement conscientiously believing the same to be true. (vi) I am authorized to sign this form . DSC BOX DSC BOX DSC BOX * To be digitally signed by a designated partner: *DIN/DPIN of the d esignated partner Certificat e *It is hereby certified that I have verified the above particulars fro m the books and records of * and found them to be true and correct . *I further certify that all the required attachment(s) have been completely attached in this form . Charte red Accountant (in whole -time practice) or Cost Accountant (in whole -time practice) or Company Secretary (in whole -time practice) * Whether associate or fellow: Associate Fellow * DSC Box * Membership number or c ertificate of practice number This eForm has been taken on file maintained by the registrar of companies through electronic mode and on the basis of statement of correctness given by the filing LLP. For office use only: eForm Service request number (SRN) eForm filing date (DD/MM/YYYY ) Or For Office use only: eForm Service request number (SRN) eForm filing dat e (DD/MM/YYYY) Digital signature of the authorizing officer This e -form is hereby registered Date of signi ng (DD/MM/YYYY) Save Submit LLP Form No. 4 Notice of appointment, cessation, change in name/ address/designation of a designated partner or partner and consent to become a partner/designated partner [Pursuant to rule 8, 10(3), 22(2) and 22 (3) of Limited Liability Partnership Rules, 2009] Refer instruction kit for filing the for m All fields marked in * are mandatory. 1(a) *Limited Liability Partnership identification number (LLPIN) (b) *Name of the Limited Liability Pa rtnership (LLP) (c) *Address of the registered office of the LLP (d) *Email I D 2 (a) * Number of individual designated partner(s) for which this form is being filed (b) *Number of bodies corporate and their Nominees as designated partners for which this form is being filed (c) *Number of individual partner(s) for which this form is being filed (d) * Number of bodies corporate as partners and their nominees for which this form is being filed (e) *Total number of partner(s)/ designated partner(s) for which the form is being filed. 3 Details of individual designated partner(s) for which this form is being filed (a)The form is being filed for Appointment Cessation Change in designation (b) Date of Event (dd/mm/yyyy) (c) Changed designation (Category) (d) In case of change in de signation to Designated Partner , DPIN / Income -tax PAN/ Passport number of partner (e) Designated partner identification number (DPIN) (f) Name Form language English Hindi Max 2 MB Choose File Remove Download (g) Whether resident of Ind ia Yes No (h) Number of LLP(s) in which he/she is a partner (i) Number of company(s) in which he/she is a director 4 Details of bodies corporate and their nominees as designated partners for which this form is being filed (a)The form is being filed for Appointment Cessation Change in Designation Change in Nominee Change in address of body corporate Change in name of body corporate (b) Date of Event (dd/mm/yyyy) (c) Type of body corporate (LLP/ Foreign LLP / Company / Foreign Company / LLP incorporated outside India (LIOI) / Company incorporated outside India (CIOI) ) (d) Corporate identification number (CIN) or Foreign company registration number (FCRN) or Limited liability partnership identification number (LLPIN) or Foreign limited liability partnership id entification number (FLLPIN) or any other identification number (e) Name of body corporate Proof of change in Name of body corporate (f) Country where registered (g) Full address of registered office or principal place of business in India Address Line I Address Line II Country Pin code Area/Localit y City District State /UT Jurisdiction of Police Station Max 2 MB Choose File Remove Download Proof of change in address of body corporate (h) Phone (i) E-mail ID (j) Previous name, address of the body corporate Name and particulars of the person signing on behalf of the body corporate as nominee (k) DPIN (l) Name (m) Whether resident of India Yes No (n) Designation & Authority in body corporate (o) Changed designation (Category) (p) DPIN/ PAN/ Passport number of the previous nominee (q) Name of the previous nominee 5 Details of individual partner(s) for which this form is being filed (a) The form is being filed for Appointment Cessation Change in Name of Partner Change in designation Change in addre ss *In case user is having DIN/DPIN then file DIR -6 for any changes in name/Address. For all other partners, file the changes through Form 4 (b)Date of Event (dd/mm/yyyy) (c) Income tax permanent account number (Income -tax PAN) Passport Number DPIN (d)Income tax permanent account number (Income -tax PAN) or Passport Number or DPIN (e) Name of partner First name Verify income -tax PAN/ Pre -Fill Max 2 MB Choose File Remove Download Max 2 MB Choose File Remove Download Middle name Last name Proof of change in Name of partner (f) Father’s Name First name Middle name Last name (g) Permanent Residential Address Address Lin e I Address Line II Country Pin Code/Zip Code Area/Locality City District State /UT Jurisdiction of Police Station Proof of change in permanent residential address (h) Whether present residential address is same as the permanent residential address Yes No (i) If no, present residential address Address Line I Address Line II Country Pin Code/Zip Code Area/Locality Max 2 MB Choose File Remove Download City District State /UT Jurisdiction of Police Station Proof of change in present residential address (j) Phone (k) Mobile (l) Email ID (m) Previous name/ previous address (n) Whether resident in India Yes No (o) Nationality (p) Date of Birth (dd/mm/yyyy) (q)(i) Occupation type (Self Employed / Professional / Homemaker / Student / Serviceman ) (q)(ii) Area of occupation (Government/ Teaching/ Others) (q)(iii) If ‘others’ selected, please specify (r) Changed designation (Category) (s) Number of LLP(s) in which he/she is a partner (t) Number of company(s) in which he/she is a director 6 Details of bodies corporate as partners and their nominees for which this form is being filed (a)*The form is being filed for Appointment Cessation Change in Nominee Change in Designation Change in address of body corporate Change in name of nominee Change in name of body corporate Change in address of nominee Max 2 MB Choose File Remove Download Max 2 MB Choose File Remove Download (b) Date of Event (dd/mm/yyyy) (c) Type of body corporate (LLP/ Foreign LLP/ Company/ Foreign Company/ LLP incorporated outside India (LIOI)/ Company incorporated outside India (CIOI / Others ) (d) CIN or FCRN or LLPIN or FLLPIN or any other identification number (e) Name of body corporate Proof of change in name of body corporate (f) Country where registered (g) Full address of registered office Address Line I Address Line II Country Pin Code/Zip Code Area/Locality City District State /UT Jurisdiction of Police Station Proof of change in address of body corporate (h) Phone (i) Email ID (j) Previous name/ previous address (k) Name and particulars of the person signing on behalf of the body corporate as nominee (l)* Income tax permanent account number (Income -tax PAN) Passport Number DPIN (m) Income tax permanent account number (Income -tax PAN) or Passport Number or DPIN Max 2 MB Choose File Remove Download Max 2 MB Choose File Remove Download (n) Name of Nominee First name Middle name Last name Proof of change in Name of Nominee (o) Father’s Name First name Middle name Last name (p) Permanent Residential Address Address Line I Address Line II Country Pin Code/Zip Code Area/Locality City District State /UT Jurisdiction of Police Station Proof of change in ad dress of nominee (q) Whether present residential address is same as the permanent residential address Yes No (r) If no, present residential address Address Line I Address Line II Country Pin Code/Zip Code Verify income -tax PAN/ Pre -Fill Max 2 MB Choose File Remove Download Area/Locality City District State /UT Jurisdiction of Police Station Proof of change in address of Nominee (s) Phone (t) Mobile (u) Email ID (v) Previous name/ previous address (w) Whether resident in India Yes No (x) Nationality (y) Date of Birth (dd/mm/yyyy) (z)(i) Occupation type (Self Employed / Professional / Homemaker / Student / Serviceman ) (z)(ii) Area of occupation (Government / Teaching / Others ) (z)(iii) If ‘others’ selected, please specify (aa) Designation & Authority in body corporate (ab) Changed designation (Category) (ac) Income -tax PAN/ passport number/ DPIN of the previous nominee (ad) Name of the previous nominee Attachments (a) Consent to become a partner/ designated partner (b) Related Entity Details (c) Evidence of cessation (d) Where the appointed partner is a body corporate, copy of resolution on the letterhead of such body corporate to become a partner in the proposed LLP and a copy of resolution/ authorization of such body corporate also on letterhead mentioning the name and address of an individual nominated to act as nominee/ designated partner on its behalf. (e) Optional attachment (if any) Max 2 MB Choose File Remove Download Max 2 MB Choose File Remove Download Max 2 MB Choose File Remove Download Max 2 MB Choose File Remove Download Max 2 MB Choose File Remove Downloa d DSC BOX DSC BOX Statement * To the best of my knowledge and belief, the information given in this form and its attachments is correct and complete * I, being a designated partner of the LLP, am authorised to sign and submit this form *To be digitally signed by a designated partner * DPIN of the Designated Partner Certificate by practicing professional * It is hereby certified that I have verified the above particulars (including attachment(s)) from the records of and found them to be true and correct. I further certify that all the required attachment(s) ha ve been completely attached to this form. * Category Chartered accountant (in whole time practice) Cost accountant (in whole time practice) Company secretary (in whole -time practice) * Whether associate or fellow: Associate Fellow *Membership number or certificate of practice number *Signature Field 2 This eForm has been taken on file maintained by the registrar through el ectronic mode and on the basis of statement of correctness given by the filing LLP. For office use only: eForm Service request number (SRN) eForm filing date (DD/MM/YYYY ) [F. No. 01/03/2021 -CL-V (Pt. IV)] MANOJ PANDEY, Jt. Secy. Note. - The principal rules were published in the Gazette of India, Extraordinary, Part -II, Section 3, Sub -section (i), vide number G.S.R. 229 (E), dated the 1st April, 2009 and lastly amended vide number G.S.R. 411(E), dated the 2nd June, 2023. 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