+91 910 997 0060
Contact Us
Contact Us
Contact Us

Strike Off of an LLP

An inactive LLP can be formally closed by striking it off the register in Form 24 under the LLP Act, 2008. Since August 2024, these applications are processed through the Centre for Processing Accelerated Corporate Exit (C-PACE), making closures faster and uniform. Closing a dormant LLP avoids the Rs. 100-per-day, uncapped penalties on overdue annual filings. Samkhya handles your LLP’s strike-off from clean-up to closure.

Strike Off of an LLP: A Detailed Guide

An LLP that is no longer carrying on business can apply to strike its name off the register under Section 75 of the LLP Act, 2008 read with Rule 37, by filing Form 24 with the Registrar. The LLP must have ceased business for at least one year (or never commenced it), closed its bank accounts, and settled its liabilities, and it must bring its overdue Form 8 and Form 11 filings up to date to the end of the financial year in which it stopped business. The application needs the consent of all partners, a recent statement of accounts, affidavits, and indemnity bonds. Since 27 August 2024, Form 24 applications are processed centrally through the Centre for Processing Accelerated Corporate Exit (C-PACE), typically reducing approval times to 70 to 90 days.

Why Formally Strike Off

Striking off an inactive LLP brings clear benefits:

  • Ends Compliance: It stops the annual Form 11 and Form 8 obligations for good.
  • Stops Penalties: It ends the Rs. 100-per-day, uncapped late fees on overdue filings.
  • Avoids Strike-Off Action: It is cleaner than waiting for the ROC to strike the LLP off.
  • Simple and Low-Cost: It is a practical, inexpensive exit for an inactive LLP.
  • Faster with C-PACE: C-PACE now processes Form 24 in around 70 to 90 days.
  • Protects Partners: It formally ends the partners’ ongoing obligations.

Conditions for Strike Off

An LLP can be struck off only if:

  • Inactive for a Year: The LLP must have ceased business for at least one year, or never started.
  • Filings Up to Date: Overdue Form 8 and Form 11 must be filed up to the cessation year.
  • Liabilities Cleared: All loans, creditors, and statutory dues must be settled.
  • Bank Accounts Closed: The LLP’s bank accounts must be closed, with proof.
  • All Partners Consent: The consent of all partners is required.
  • Clean Record: There should be no pending proceedings against the LLP.

What Form 24 Requires

A Form 24 application needs:

  • Form 24: The application to strike off, filed with C-PACE.
  • Partner Consent: The consent of all designated and other partners.
  • Statement of Accounts: A recent statement, within 30 days of filing.
  • Affidavits: Declarations by the partners on the cessation of business.
  • Indemnity Bonds: Executed by partners against future liabilities.
  • Overdue Returns: Any pending Form 8 and Form 11 up to the cessation year.

Which LLPs Can Apply

Strike-off is open to LLPs that:

  • Have not carried on business for one year or more.
  • Were incorporated but never commenced business.
  • Have settled all liabilities and closed their bank accounts.
  • Have the consent of all partners to close.
  • Have no pending litigation or proceedings.

C-PACE and the Process

The strike-off of an LLP is filed on the MCA V3 portal in Form 24 and, since 27 August 2024, is processed centrally by the Centre for Processing Accelerated Corporate Exit (C-PACE). The LLP first stops all activity, closes its bank accounts, and settles its liabilities, and brings any overdue Form 8 and Form 11 up to date. It then prepares the statement of accounts, the partners’ consent, the affidavits, and the indemnity bonds, and files Form 24 with the required attachments. C-PACE reviews the application and, if in order, strikes the LLP off the register and publishes a notice, after which the LLP is dissolved and can no longer operate. The process typically takes around 70 to 90 days.

Documents Required

For the Application:

  • A recent statement of accounts (within 30 days) and the consent of all partners.
  • The affidavits and indemnity bonds executed by the partners, and a copy of the LLP Agreement and any amendments.

Supporting:

  • Proof of closure of bank accounts and the latest income tax return where filed.
  • Any overdue Form 8 and Form 11 brought up to date.

Strike Off Process

Striking off an LLP follows a clear sequence:

  1. Confirm the LLP has ceased business for at least a year.
  2. Settle all liabilities and close the bank accounts.
  3. File any overdue Form 8 and Form 11 up to the cessation year.
  4. Obtain the consent of all partners and prepare the statement of accounts.
  5. Prepare the affidavits and indemnity bonds.
  6. File Form 24 with C-PACE.
  7. Await the review and the strike-off of the LLP.

Close your LLP with Samkhya

Closing your LLP with Samkhya Corporate Services is simple. Just follow these easy steps:

  • Tell us about your LLP: Share its status and pending filings.
  • We handle the clean-up: We bring overdue returns up to date and prepare the papers.
  • Fill the form: Complete our online form and provide your records.

From there, our team handles the overdue filings, Form 24, and C-PACE submission.

After Strike Off

Once an LLP is struck off:

  • LLP Dissolved: The LLP ceases to exist once struck off the register.
  • No More Business: It cannot operate, contract, or run bank accounts.
  • Partner Liability: Partners can still be pursued for past or undisclosed dues.
  • Keep Records: Retain the LLP’s records after closure.
  • Surrender Registrations: Ensure GST, PF, and other registrations are surrendered.
  • Restoration: A struck-off LLP can be restored only through the Tribunal.

Fees and Liability

The strike-off of an LLP in Form 24 carries only a nominal government fee, with professional charges separate, and it is not a tax. The real saving is in stopping the Rs. 100-per-day, uncapped penalties that accrue on overdue Form 8 and Form 11 filings while an inactive LLP remains on the register. Before filing, the LLP must clear its liabilities and bring its overdue returns up to date, as C-PACE will not strike off an LLP with pending compliance. Even after strike-off, partners can be pursued for past or undisclosed dues, which is why an indemnity bond is executed, and a struck-off LLP can be restored only through the Tribunal. A clean, fully-settled exit is therefore the goal.

LLP Strike Off at a Glance

Feature Detail
Governing Law Section 75, LLP Act 2008, Rule 37.
Form Form 24, filed with C-PACE.
Condition Inactive for one year or more.
Prerequisite Overdue Form 8 and Form 11 cleared.
Timeline Around 70 to 90 days.
Consent All partners required.

Frequently Asked Questions

How is an LLP closed by strike-off?

An inactive LLP is closed by filing Form 24 under Section 75 of the LLP Act, applying to strike its name off the register through C-PACE.

When can an LLP be struck off?

When it has not carried on business for one year or more, has settled its liabilities, closed its bank accounts, and brought its overdue Form 8 and Form 11 up to date.

How long does LLP strike-off take?

Since C-PACE began processing Form 24 in August 2024, approval typically takes around 70 to 90 days.

Must overdue returns be filed first?

Yes. Any pending Form 8 and Form 11 must be filed up to the financial year in which the LLP ceased business before Form 24 is accepted.

Is the consent of all partners needed?

Yes. The strike-off application requires the consent of all the partners, along with their affidavits and indemnity bonds.

Can a struck-off LLP be restored?

Yes, but only through the Tribunal, so a clean exit with all dues settled is preferable.