Change of LLP Name

An LLP can change its name to rebrand or reflect a new direction. The process runs through name reservation, the partners’ consent, a supplementary agreement, and the filing of Form 5 with the Registrar. Samkhya handles your LLP name change from start to finish.

Change of LLP Name: A Detailed Guide

An LLP can change its name under the LLP Act, 2008. It first reserves the new name through the RUN-LLP service on the MCA portal, ensuring it is available and meets the naming rules. The partners agree to the change, and a supplementary LLP agreement records the new name. The LLP then files Form 5, the notice of change of name, with the Registrar, along with Form 3 for the change in the LLP agreement. On approval, the Registrar issues a fresh Certificate of Incorporation with the new name, while the LLPIN remains the same. An LLP may also be directed to change its name if it is identical or too similar to another name or a registered trademark.

Reasons to Change the Name

An LLP may change its name for several reasons:

  • Rebranding: A new name can support a rebrand.
  • New Direction: It can reflect a change in the LLP’s direction.
  • Better Fit: It can give a name that fits the LLP better.
  • Dispute: It can resolve a name or trademark conflict.
  • Direction: It may follow a direction to change a conflicting name.
  • Fresh Identity: It can give the LLP a fresh identity.

Key Requirements

An LLP name change requires:

  • Name Reservation: The new name is reserved through RUN-LLP.
  • Partners’ Consent: The partners agree to the name change.
  • Supplementary Deed: A supplementary LLP agreement records the change.
  • Form 5: The notice of change of name is filed.
  • Form 3: The change in the LLP agreement is filed.
  • Fresh Certificate: A fresh certificate of incorporation is issued.

The Name Change Forms

An LLP name change involves:

  • RUN-LLP: The reservation of the new name.
  • Partners’ Resolution: The partners’ consent to the change.
  • Supplementary Agreement: The deed recording the new name.
  • Form 5: The notice of change of name to the Registrar.
  • Form 3: The information about the change in the LLP agreement.
  • Fresh Certificate: The new certificate of incorporation.

When to Change the Name

A name change is used:

  • When the LLP rebrands under a new name.
  • When the name no longer reflects the LLP’s work.
  • When a name or trademark conflict requires a change.
  • When the Registrar directs a change of a conflicting name.
  • When the LLP seeks a fresh identity.

The Process

An LLP name change begins with reserving the new name through the RUN-LLP service, ensuring it is available and compliant. The partners agree to the change, and a supplementary LLP agreement is executed to record the new name. The LLP then files Form 5, the notice of change of name, with the Registrar, together with Form 3 for the change in the LLP agreement, on the MCA V3 portal. The forms are digitally signed by a designated partner and certified. On approval, the Registrar issues a fresh Certificate of Incorporation with the new name; the LLPIN stays the same, and the LLP then updates its PAN, GST, bank, and other records.

Documents Required

For the Change:

  • The RUN-LLP name-approval letter, and the partners’ consent.
  • The supplementary LLP agreement recording the new name, and the existing LLP agreement.

Supporting:

  • The LLP’s certificate of incorporation.
  • The details for Form 5 and Form 3.

LLP Name Change Process

An LLP name change follows a clear sequence:

  1. Reserve the new name through RUN-LLP.
  2. Obtain the partners’ consent to the change.
  3. Execute a supplementary LLP agreement.
  4. File Form 5, the notice of change of name.
  5. File Form 3 for the change in the LLP agreement.
  6. Receive the fresh certificate of incorporation.
  7. Update PAN, GST, bank, and other records.

Change your LLP Name with Samkhya

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

  • Tell us the new name: Share the name you wish to adopt.
  • We reserve and prepare: We reserve the name and draft the deed.
  • Fill the form: Complete our online form and provide the documents.

From there, our team handles the reservation, supplementary agreement, and Form 5.

After the Name Change

Once the LLP name is changed:

  • New Name Effective: The new name applies from the fresh certificate.
  • LLPIN Unchanged: The LLP’s LLPIN stays the same.
  • Update Records: PAN, GST, bank, and licences are updated.
  • Update Branding: Stationery, signage, and digital assets are updated.
  • Inform Stakeholders: Clients, vendors, and authorities are informed.
  • Keep Records: Retain the fresh certificate and the agreement.

Fees and Timeline

An LLP name change carries the fees for name reservation (RUN-LLP) and the Form 5 and Form 3 filings, which are modest and based on the LLP’s contribution, with the cost of the supplementary agreement and professional charges separate. There is no Central Government approval stage of the kind a company name change involves, so the process is comparatively simpler. The new name takes effect from the fresh Certificate of Incorporation, and the LLPIN remains the same throughout. As with a company, rebranding, stationery, signage, and digital assets, is best done once the fresh certificate is in hand, and the LLP’s PAN, GST, and other records are then updated to the new name.

LLP Name Change at a Glance

Feature Detail
Governing Law LLP Act, 2008.
Reservation RUN-LLP service.
Key Forms Form 5 and Form 3.
Deed Supplementary LLP agreement.
Effective From the fresh certificate.
LLPIN Stays the same.

Frequently Asked Questions

How does an LLP change its name?

It reserves the new name through RUN-LLP, the partners agree, a supplementary agreement is executed, and the LLP files Form 5 and Form 3 with the Registrar.

What is Form 5 for an LLP?

Form 5 is the notice of change of name of an LLP, filed with the Registrar along with Form 3 for the change in the LLP agreement.

Does the LLPIN change with the name?

No. The LLP’s LLPIN stays the same; only the name changes, effective from the fresh certificate of incorporation.

Can an LLP be made to change its name?

Yes. An LLP can be directed to change its name if it is identical or too similar to another name or a registered trademark.

Is a supplementary agreement needed?

Yes. A supplementary LLP agreement records the new name, and is filed with Form 3 alongside the Form 5 notice.

How does it differ from a company name change?

An LLP name change is comparatively simpler, with no Central Government approval stage of the kind a company name change involves.