Winding Up of LLP
Winding up LLP can be done voluntarily or by a tribunal. A resolution must be passed to wind up LLP voluntarily with approval of a minimum of 3/4 of the total members of the company. The lenders, secured and unsecured, if applicable, would be needed to wind up the LLP.
Winding up LLP by Tribunal:
– If LLP needs to be wound up
– Less than 2 partners for a period of 6 or more months
– Not able to pay the debts
– Actions against sovereignty and integrity of India.
– Not filing the registrar statement of accounts and solvency or annual returns for 5 consecutive financial years
The process of Winding up LLP
A resolution must be passed and filed with the registrar within 30 days of passing the resolution for winding up. Once the resolution is filed with the registrar, the partners which shouldn’t be less than 2 should make a
declaration and verification from affidavit stating that the LLP doesn’t have any debt mentioning in the declaration. The documents must be filed with the registrar within 15 days of the passed resolution. The statement of
assets and liabilities of last account closure to the present date of winding up must be attested by at least two partners. Valuation report of the assets must be prepared
Winding up the LLP with Creditors
If an LLP is winding up has creditors then before the process of winding up, the approval of winding up the LLP must be obtained from creditors. The creditors should provide their views on winding up the LLP within 30
days of the request for approval of winding up. After that, if partners and creditors agree for the wind-up and the LLP can go ahead with the process of winding up.
LLP liquidator appointment:
The liquidator must be appointed by the LLP within 35 days of resolution of voluntary winding up. If there are any creditors, then the LLP Liquidator’s appointment must be valid only if after approval by 2/3 of the
creditors. The LPP liquidator needs to proceed with the steps and duties to wind up the LLP. Creditors and partners rights must be adjusted and a liquidator is required to maintain the books of accounts stating the winding
up of the LLP.
Final Winding up the by The Tribunal:
winding up of LLP. The order which is passed by the Tribunal for winding up for LLP must send a notice in the Official Gazette that LLP stands dissolved.