Form 8 & Form 11 Late Fees
Additional fees of 2× to 12× the normal filing fee (₹50–₹200) depending on the delay period, plus statutory penalties up to ₹5,00,000 under Sections 34–35.
LLP Closure
Llp Closuer Registration
Expert assistance to close your inactive LLP with Form 24 filing in 30 to 90 days. Strike off, voluntary & compulsory winding up.
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30–90 DaysStrike Off Timeline
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SAMPLE
LLP Incorporation Certificate
Ministry of Corporate Affairs (MCA) — sample LLP certificate of incorporation
Illustrative sample. Your official certificate is issued after approval.
01
3 Methods
Strike Off (Form 24), Voluntary & Compulsory Winding Up
02
Rule 37
Form 24 under LLP Rules, 2009 for strike off
03
₹50 – ₹200
Government fee for Form 24 (based on contribution)
04
30–90 Days
Typical processing time for compliant LLPs
OVERVIEW
What is LLP Closure?
LLP closure is the legal process of dissolving a Limited Liability Partnership by striking off its name from the MCA register or winding up through NCLT, governed by Sections 63–65 of the LLP Act, 2008 and Rule 37 of LLP Rules, 2009.
Partners who no longer wish to operate their LLP must formally close it to avoid accumulating additional filing fees and statutory penalties for each unfiled annual return (Form 8 and Form 11). Most inactive LLPs use the strike off route via Form 24, which requires the LLP to have ceased business for at least 1 year with nil assets and liabilities.
Governing LawLLP Act, 2008 & LLP Rules, 2009
Key FormForm 24
Processing Time30 to 90 working days
Best ForInactive / defunct LLPs
TYPES OF CLOSURE
Types of LLP Closure in India
| Parameter | Strike Off (Form 24) | Voluntary Winding Up | Compulsory Winding Up |
|---|---|---|---|
| Legal Provision | Rule 37, LLP Rules 2009 | Section 65, LLP Act | Section 63, LLP Act |
| Initiated By | Designated Partners | Partners (3/4th consent) | NCLT (on petition) |
| Eligibility | Ceased 1+ year, nil balances | Solvent LLP, partner consent | Insolvent / non-compliant |
| Key Form | Form 24 | Multiple forms | Petition to NCLT |
| Government Fee | ₹50 to ₹200 | Varies | Court fees |
| Timeline | 30 to 90 days | 3 to 6 months | 6 to 24 months |
| Best For | Inactive / defunct LLPs | Solvent LLPs ceasing voluntarily | Insolvent / disputed LLPs |
Recommendation: For 90% of inactive LLPs, strike off via Form 24 is the recommended method. It is the most cost-effective and requires minimal documentation.
ELIGIBILITY
Who is Eligible for LLP Strike Off?
| Requirement | Details |
|---|---|
| Business Cessation | LLP has ceased business for at least 1 year, or never commenced business |
| Nil Assets | No assets remaining in the LLP’s name |
| Nil Liabilities | No outstanding debts to vendors, lenders or statutory authorities |
| Annual Filings Current | All Form 8 and Form 11 filed up to date on MCA portal |
| No Pending Litigation | No ongoing legal proceedings involving the LLP |
| GST Cancelled | GST registration cancelled via Form GST REG-16 |
| Bank Accounts Closed | All LLP bank accounts closed with closure certificates |
| Final ITR Filed | Income tax returns filed for all financial years up to cessation |
| Partner Consent | Written consent from all designated partners for closure |
Warning: LLPs with pending liabilities, ongoing litigation or unsettled tax demands cannot use the Form 24 strike off route. They must pursue voluntary or compulsory winding up.
DOCUMENTS REQUIRED
Documents Required for LLP Closure
1. Certified Statement of Accounts
Proves nil assets and liabilities. Must be dated within 30 days of Form 24 filing. Expert-certified.
2. Partners Consent Resolution
Written approval from all designated partners in the prescribed format.
3. Affidavit by Designated Partners
Declares nil liabilities and business cessation. Notarized, on stamp paper.
4. Indemnity Bond
Indemnifies against future claims post-closure. Non-judicial stamp paper, notarized.
5. Bank Account Closure Certificate
Proof that all LLP bank accounts are closed, obtained from each bank.
6. Compliance Proofs
Form 8 & Form 11 receipts, ITR acknowledgements, GST cancellation certificate, TDS returns.
PROCESS (FORM 24)
How to Close an LLP: Step-by-Step Process
1. Cease All Business Operations
Stop all business transactions and formally document the cessation date. The LLP must have ceased business for at least 1 year before applying under Rule 37.
2. Clear All Outstanding Liabilities
Settle all vendor payments, loan repayments and statutory dues (TDS, PF, ESI). Obtain clearance certificates. Statement of Accounts must show nil liabilities.
3. Cancel GST Registration
Apply for GST cancellation using Form GST REG-16. File all pending GST returns. Obtain the GST cancellation certificate.
4. Close All Bank Accounts
Close all LLP bank accounts after settling transactions. Obtain bank closure certificates (typically 7–10 working days).
5. File All Pending Annual Returns
File all pending Form 8 (Statement of Account & Solvency) and Form 11 (Annual Return) on the MCA portal. Late filings attract 2× to 12× additional fees.
6. File Final Income Tax Return
File all pending ITRs up to the year of cessation and all pending TDS returns. Obtain ITR acknowledgements for Form 24 attachments.
7. Prepare Certified Statement of Accounts
Engage a professional to certify the Statement of Accounts showing nil assets and liabilities. Must be dated within 30 days of Form 24 filing.
8. Obtain Partners Consent
Pass a resolution with written consent from all designated partners approving the LLP closure.
9. Execute Affidavit and Indemnity Bond
All designated partners sign a notarized affidavit and indemnity bond on stamp paper.
10. File Form 24 on MCA Portal
File Form 24 with DSC of all designated partners. Attach Statement of Accounts, affidavit, indemnity bond, consent resolution and supporting certificates. Pay ₹50–₹200 government fee.
11. RoC Scrutiny and Public Notice
RoC scrutinizes documents. If satisfied, issues a 30-day public notice in the Official Gazette inviting objections.
12. LLP Name Struck Off
If no objections, RoC passes an order striking off the LLP’s name. The LLP stands dissolved from the date of the order.
PRE-CLOSURE COMPLIANCES
Compliances Required Before LLP Closure
| Compliance | Form / Authority | Penalty for Non-Compliance |
|---|---|---|
| Form 8 (Statement of Account & Solvency) | MCA Portal | Additional fee 2×–12× + statutory penalty up to ₹5,00,000 |
| Form 11 (Annual Return) | MCA Portal | Additional fee 2×–12× + statutory penalty up to ₹5,00,000 |
| Income Tax Return | Income Tax Portal | ₹5,000 + interest |
| TDS Returns | TRACES Portal | ₹200/day (max = TDS amount) |
| GST Cancellation | GST Portal (REG-16) | ₹50/day per return period (capped) |
| PF / ESI / Professional Tax | EPFO / ESIC / State | Interest + damages; deregistration required |
PENALTIES
Penalties for Delayed Filings & Non-Closure
Statutory Penalties (Sec 34–35)
Adjudicated penalties of ₹25,000 to ₹5,00,000 on the LLP and each designated partner for non-compliance.
GST Late Filing
₹50 per day per return period, capped at ₹2,000 to ₹5,000 per return under CGST Act Section 47.
Risk of Compulsory Winding Up
Non-filing of returns for 5 consecutive years can trigger compulsory winding up under Section 63 by NCLT.
STRIKE OFF VS WINDING UP
Strike Off vs Voluntary vs Compulsory Winding Up
| Parameter | Strike Off (Form 24) | Voluntary Winding Up | Compulsory Winding Up |
|---|---|---|---|
| Complexity | Low | Medium | High |
| Timeline | 30 to 90 days | 3 to 6 months | 6 to 24 months |
| Cost | ₹7,999 – ₹15,000+ | Higher (liquidator fees) | Highest (court + liquidator) |
| Liabilities Allowed | Must be nil | Can settle during process | Yes (insolvent cases) |
| Best For | Inactive / defunct LLPs | Solvent LLPs with assets | Insolvent / disputed LLPs |
WHY CHOOSE US
Why Corporate Mart?
Expert Form 24 Filings
Specialists experienced in LLP strike off, voluntary winding up and complex NCLT scenarios with end-to-end MCA follow-up.
Complete End-to-End Package
Statement of accounts, affidavit & indemnity bond, partner consent, Form 8 & Form 11 clearance, GST cancellation, final ITR and Form 24 filing.
30–90 Day Turnaround
Compliant LLPs typically completed in 30 to 90 working days, with focus on clearing pre-closure compliances first.
Transparent Pricing
Clear with dedicated professional support. Government fee ₹50–₹200 charged separately at actuals. Free penalty assessment included.
FAQ
Frequently Asked Questions
The most common method is strike off under Rule 37 of LLP Rules, 2009 by filing Form 24 with the ROC. The LLP must have ceased business for at least 1 year with nil assets and liabilities. All pending Form 8, Form 11, GST cancellation and final ITR must be completed first.
Corporate Mart provides transparent, tailored assistance based on your entity structure and state requirements. Contact our expert team for a detailed proposal. Government fee for Form 24 is ₹50–₹200 based on total partner contribution. Expert certification, stamp duty and DSC (if needed) add extra. Total for a compliant LLP is typically ₹7,999–₹15,000.
Form 24 is the MCA e-form used to apply for striking off the name of an LLP from the register under Rule 37 of the LLP Rules, 2009. It must be accompanied by a certified Statement of Accounts, affidavit, indemnity bond and partner consent.
No. Form 24 strike off requires nil assets and nil liabilities. LLPs with pending liabilities must use voluntary winding up under Section 65 or compulsory winding up under Section 63 through NCLT.
Strike off via Form 24 typically takes 30 to 90 working days from filing, including a mandatory 30-day public notice period for objections.
You continue to face additional filing fees (2×–12×) for Form 8 and Form 11, statutory penalties up to ₹5,00,000 under Sections 34–35, and risk of compulsory winding up if returns are not filed for 5 consecutive years.
Yes. GST registration must be cancelled via Form GST REG-16 and all pending returns filed. The GST cancellation certificate is attached with the Form 24 application.
Yes. Written consent from all designated partners is required. If any partner refuses consent, the voluntary strike off route cannot proceed.
