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LLP Winding Up and Closure in India

LLP winding up in India has two routes: strike off of a defunct LLP through LLP Form 24, or voluntary winding up for an LLP that has assets, liabilities or ongoing business. Form 24 needs a year of inactivity and nil assets and liabilities.

Ways to close an LLP

A defunct LLP can be struck off under section 75 of the LLP Act, 2008, read with Rule 37 of the LLP Rules, 2009. The application is made in LLP Form 24 on the MCA21 portal. On approval, the LLP status becomes "Strike off" and the LLP is dissolved.

Form 24 strike off or winding up?

Strike off, LLP Form 24 / Voluntary winding up / Not voluntary

  • Strike off, LLP Form 24
  • Voluntary winding up
  • Not voluntary

Form 24 eligibility checks

From the MCA instruction kit for LLP Form 24.

  • LLPIN and partner consent
  • Inactive for a year
  • Nil assets and liabilities
  • Clean record
  • Regulator's order

Government fee for Form 24

The lower fee applies to a "small LLP" as defined in the LLP Act. We confirm which fee applies to you before we file.

  • LLP Form 24, small LLP: ₹500
  • LLP Form 24, any other LLP: ₹1,000
  • StampMitra professional fee: ₹4,999
  • Winding up under LLP Act or IBC section 59: Costs of liquidator, NCLT and IBBI

Documents for LLP Form 24

Foreign partners and company partners may need extra authorisation documents. We confirm what applies to your partners before filing.

  • Authority signed by all partners
  • Acknowledgment of the latest income tax return
  • Form 8 and Form 11
  • Affidavit by the designated partners
  • Statement of Account
  • Regulator's NOC or order

How LLP Form 24 is filed

When can you file Form 24?

Enter the date the LLP stopped carrying on business.

Time limits to know

Form 24 is scrutinised by the Registrar and is not an instant filing. We cannot promise a date for the strike off notice.

  • Gap between cessation of business and Form 24: At least one year
  • DSC upload after SRN is generated: Within 15 days
  • Payment after upload: Within 7 days
  • Resubmission if the form is returned: Within 30 days
  • Age of the Statement of Account: Dated within 30 days of filing
  • Overall processing time: Not fixed by the Registrar, so we cannot promise a date.

Common reasons Form 24 is rejected

The cessation date is less than one year before filing.

  • The cessation date is less than one year before filing.
  • There are open charges.
  • Another form is pending, or a partner dispute flag is raised.
  • Overdue Form 8 or Form 11 has not been filed.
  • The income tax return acknowledgment is missing.
  • The Statement of Account is older than 30 days.

What StampMitra does for you

Check the right route: We look at your LLP's position and tell you whether Form 24 or voluntary winding up fits.

  • Check the right route
  • Documentation
  • File Form 24
  • Follow the process

How it works

  1. Close the activity Settle liabilities, close bank accounts and complete overdue Form 8, Form 11 and tax returns.
  2. Obtain partners' consent All partners sign the authority.
  3. Fill Form 24 Enter the LLPIN, cessation date and statement date on MCA21.
  4. Sign and upload The designated partner affixes the DSC within 15 days of the SRN.
  5. Pay the fee Pay within 7 days after upload.
  6. Registrar scrutiny and strike off The Registrar examines the form and publishes the notices.

Frequently asked questions

What is LLP Form 24?

It is the application to strike off a defunct LLP from the register under section 75 of the LLP Act, filed on the MCA21 portal.

Who can file it?

An LLP that has not carried on business for at least one year, has nil assets and liabilities, no open charges and no pending inspection, investigation or prosecution, with all partners' consent.

What is the government fee?

₹500 for a small LLP and ₹1,000 for any other LLP. Our professional fee is separate.

Who signs the application?

A designated partner signs with a DSC registered on MCA21, with the consent of all partners.

Do Form 8 and Form 11 need to be filed first?

Yes. They are attachments, along with the latest income tax return acknowledgment.

Do I need a CA certificate or an indemnity bond?

The designated partners give an affidavit that carries the undertaking to indemnify, rather than a separate indemnity bond. The nil Statement of Account is generally read as needing a practising CA's certificate, which we arrange and confirm for your filing.

What if my LLP is still active or has liabilities?

Form 24 is not available. Use voluntary winding up, and we assess which route applies.

Is GST cancellation required first?

It is not an attachment in the Form 24 kit, but you should close GST and income tax compliance as good practice.

What happens after strike off?

The LLP status becomes "Strike off" and a notice is published. The LLP is dissolved.

Can partners still be liable?

Yes. Partners remain liable for liabilities that were not disclosed.

Is Form 24 a fast-track filing?

No. It is non-STP and is examined by the Registrar.