Closing an LLP — My First Experience & Key Pointers ✨

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Hi everyone!

I know it’s been a while since my last blog post (life got a little busy!) — but here I am, finally back to share something that I recently tried for the first time — closing an LLP.

Since this was my first attempt at handling the closure process, I thought it would be useful to jot down my experience and key learnings in case any of you are planning to go through the same process.

So here’s a simple, pointer-wise breakdown of the process and my takeaways:

 1️⃣ Understanding the Basics

• The LLP (Limited Liability Partnership) I worked on had been inactive for a while, and the partners wanted to close it formally.
• Strike off application is the most common route if the LLP is inactive and there are no pending liabilities.
• Relevant section: Rule 37 of LLP Rules, 2009.
• The simplified process for striking off an LLP is prescribed under Form 24.
(You can refer to the MCA portal for latest filing guidelines and circulars.)

2️⃣ Pre-requisites — What You Need Before Starting

• Consent of all partners.
• No pending dues with any statutory authority.
• Clear and close all bank accounts & obtain bank closure letter..

• Statement of Accounts showing NIL assets & NIL liabilities — duly certified by a practising Chartered Accountant. This must clearly state that all liabilities and creditors have been settled and there are no pending obligations.

• File all overdue Form 8 (Statement of Account & Solvency) and Form 11 (Annual Return), if not already done.
• Latest Income Tax Return filed.

👉 My learning: Clearing compliance backlog (if any) took more time than I initially thought! Better to start that first. As per Notification No. GSR 470(E) dated 16th May 2017, Form 8 and Form 11 must be filed up to the end of the financial year in which the LLP ceased to carry on its business or commercial operations, before filing Form 24.
👉 I also made sure to keep a copy of the relevant notification and MCA circular handy for ready reference.

3️⃣ Documents Required

• Application in Form 24.
• Copy of Acknowledged ITR.
• Copy of latest Form 8 & Form 11 (if filed).

• Statement of Accounts certified by a Chartered Accountant, stating NIL assets and liabilities, and confirming that all creditors are settled.
• Affidavits and Indemnity Bonds by all partners:

  • Affidavit on ₹100 stamp paper + notarization

  • Indemnity Bond on ₹500 stamp paper + notarization

  • (As per the Karnataka Stamp Duty Act, 1957 — verify latest applicable stamp duty in your state)
    • Consent of all partners.
    • Bank closure certificate.

👉 My learning: Drafting proper affidavit & indemnity bond formats is very important. I took references from online resources and vetted them properly. Make sure to comply with local stamp duty & notarization requirements.

4️⃣ Filing Form 24 on MCA Portal

• Form 24 must be filled and digitally signed by a designated partner.
• Ensure the DSC (Digital Signature Certificate) is valid.
• Attachments should be scanned clearly and in proper format.

👉 My learning: Double-check each attachment for clarity and proper stamping (if applicable). Missing details can lead to resubmission.

5️⃣ Post-Filing

• Once Form 24 is filed, the ROC examines the documents.
• In case of any discrepancies, resubmission may be required.

👉 My personal experience: I faced a resubmission where ROC asked for KYC documents of all partners and the initial LLP Agreement (which I had missed attaching initially).
👉 Tip — Always check the MCA Helpkit or consult experienced professionals to ensure you don’t miss common supporting documents.
• If all is in order, ROC will process the strike-off and issue:

  • Public Notice on MCA portal

  • Order of Strike Off

👉 My learning: Be patient! The process may take a few weeks to months depending on ROC workload.

 My Final Tips

• Start by getting all pending compliances cleared.
• Communicate openly with partners about the steps involved.
• Prepare documents carefully — don’t rush this part.
• Keep an eye on the MCA portal for status updates post-filing.

• If you are unsure, don’t hesitate to take professional help (especially for drafting affidavits & handling resubmissions).
• Refer to Notification No. GSR 470(E) and MCA guidelines for up-to-date process understanding.

Conclusion

This was my first experience handling an LLP closure, and though the process had a learning curve, it gave me a lot of confidence to take up such assignments in the future.

I hope this blog helps any of you who are planning to close an LLP or curious about the process. If you’ve gone through this before, I’d love to hear your tips too!

See you soon in my next post — hopefully not this late next time:).................



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