Ask 4 Compliance | Closure/Winding Up of LLP
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There are two methods to close an LLP business:

  • Declaring the LLP as defunct
  • Winding up of LLP

Declaring the LLP as Defunct

In case the LLP wants to close down its business or where it is not carrying on any business operations, it can make an application to the Registrar of Companies for declaring the company as defunct and removing the name of the LLP from its register of LLP’s.


  • There should have been no liability existing or obligation subsisted on part of LLP and its partners.
  • There should be no litigation pending for or against LLP.
  • The assets of the limited liability partnership shall be made available for the payment or discharge of all its liabilities and obligations even after the date of the order removing the name of the limited liability partnership from the register
  • Liability of the Designated Partners subsists even after dissolution of LLP for payment of any legal dues to its creditors and other persons as if the LLP has not been dissolved.

Declaring the LLP as defunct is much easier process to close down the LLP as compared to wounding up because it does not involves high formalities and due to simplified procedure, the time consumed is comparatively very less.

Process & Timeline

8-12 days

Professional Fees

Rs. 7500

(GST, Government Fees and other Out of Pocket Expenses Extra)

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Winding up of LLP

Winding up is process, where all the assets of the business are disposed off to meet the liabilities of the same and surplus any, is distributed among the owners. The LLP Act 2008 provides for following two modes for winding up the LLP i.e.:

  1. Voluntary winding up
  2. Compulsory winding up

Voluntary Winding up: Under this, the partners may between themselves decide to stop and wound up the operations of the LLP.

Compulsory Winding up: A limited liability partnership may be compulsorily wound up by the Tribunal,—

  1. if the limited liability partnership decides that limited liability partnership be wound up by the Tribunal; 
  2. if, for a period of more than six months, the number of partners of the limited liability partnership is reduced below two;
  3. if the limited liability partnership is unable to pay its debts;
  4. if the limited liability partnership has acted against the interests of the sovereignty and integrity of India, the security of the State or public order;
  5. if the limited liability partnership has made a default in filing with the Registrar the Statement of Account and Solvency or annual return for any five consecutive financial years; or
  6. If the Tribunal is of the opinion that it is just and equitable that the limited liability partnership be wound up.

Our team of highly qualified professionals at can help your business in Closure/Winding Up of LLP by completing the necessary procedures as per LLP Act, 2008.


  • Copy of Detailed Application– Mention full details of LLP plus reasons for closure
  • Copy of Authority to Make the Application– The person who is making application must be authorized by all the partners to make such application.
  • Copy of Consent of all Partners -Self-Explanatory.
  • Copy of Consent of all Creditors -if no creditor than Certify that that LLP have NIL Creditor.
  • Copy of the undertaking/ indemnity bond for striking off name Indemnity bond
  • Copy of statement of assets and liabilities duly certified as true and correct by auditor/chartered accountant in practice
  • Copy of acknowledgement of latest Income tax return- Self Explanatory LLP older less than a year cannot be strike off.
  • Copy of PAN Card of Partners
  • Passport size photograph of Partners
  • Copy of Aadhaar Card/ Voter identity card of Partners

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