LLP agreement

A resolution needs to be passed to revise the LLP agreement.

Form 3

Form 3 is to be filed with the Registrar within 30 days of passing the resolution.

Details to be filled in Form 3

• Date of modification in the agreement
• Reason of change– whether the change is on account of:

Business Activities

Change in business activities

Change in partner(s)

Change in partner(s)

Profit Sharing

Change in partner’s contribution and percentage of profit sharing

Relevant Details

Change in any other relevant details like

Duties of Partners

Rights and duties of partners

Authority of Partners

Restrictions on the authority of partners

Administration of LLP

Management and administration of LLP

• Acts that can be done only with the consent of all the partners/ consent of a specific number or percentage of partners
• Procedure of calling, holding and conducting meetings

Indemnity Clause

Details of indemnity clause

Agreement Related

In relation to partner(s), details of agreement related to

• Admission
• Retirement
• Cessation
• Expulsion and
• Resignation

Disputes Between

Resolution of disputes between

• The partners
• The partner and the LLP

Duration of the LLP

Duration of the LLP

Voluntary winding up

Voluntary winding up

LLP agreement

Any other clauses related to the LLP agreement

• Details of business activities after change
• 4. Main division of industrial activity as per NIC-2004 (based on changed business activities)
• 5. Details of partner’s contribution and profit sharing ratio after change in the LLP agreement

Type of change (deletion/ change)

Type of change (deletion/ change)

DPIN/ PAN

Details of each partner (DPIN/ PAN), amount of contribution and percentage of profit sharing

Total amount of contributions

Total amount of contributions after the changes in the LLP agreement

Attached with Form 3

Documents to be attached with Form 3

• Initial LLP agreement
• Changed LLP agreement
• Any other document(s)

File Form 4

File Form 4 for change in partner/ designated partner

Change in Partner

If the change is due to change in partner(s)/ designated partner(s), Form 4 is also required to be filed along with Form 3.

Form 4 has to be filed

In case of appointment, cessation, change in name/address/ designation of a designated partner or partner, Form 4 has to be filed.

Designated Partner

In this form, details of all individuals and corporates being appointed as partner(s) and designated partner(s) have to be filled.

attached with Form 4

Documents to be attached with Form 4

• Consent of the partner
• Evidence of cessation
• Affidavit or any proof of change of name
• If the partner or a designated partner is a company, copy of resolution of the company to become partner in LLP
• Copy of resolution/ authorization letter mentioning name and address of individual nominated as representative nominee/ partner.