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Change of name of LLP

Process for Changing the Name of a Limited Liability Partnership (LLP)

Changing the name of an LLP in India involves a structured process in compliance with the Limited Liability Partnership Act, 2008 and guidelines set by the Ministry of Corporate Affairs (MCA). Here’s a step-by-step guide on how to change the name of an LLP.

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    Steps to Change the Name of an LLP

    • Check Name Availability: The first step is to ensure that the new name is available. The name should not be identical or similar to any existing LLP or company name. It must also adhere to MCA’s naming guidelines and should not infringe on any trademarks or intellectual property.
    • Pass a Resolution: The LLP’s partners must pass a Special Resolution to approve the name change. This can be done through a meeting or written consent. The resolution should state the reason for the change and the proposed new name.
    • File Application with the Registrar of Companies (RoC): After the resolution is passed, the LLP must file an application for name change with the Registrar of Companies (RoC) using Form 5. This form requires:
      • The new name of the LLP.
      • A copy of the resolution passed by the partners.
      • A statement confirming that the new name complies with legal requirements.
    • Submit Required Documents: Along with Form 5, the following documents need to be submitted:
      • A copy of the Special Resolution passed by the partners.
      • Affidavit from the designated partners confirming the name change.
      • A copy of the amended LLP Agreement (if applicable).
    • Approval of the Name: Once the RoC verifies the application and documents, the proposed name will be reviewed. If everything is in order, the RoC will issue a Certificate of Name Change confirming the new name.
    • Amend the LLP Agreement: After the name change is approved, the LLP Agreement must be updated to reflect the new name. This amendment must be signed by all partners.
    • File Amended LLP Agreement: The amended LLP agreement, incorporating the new name, should be filed with the RoC using Form 3 within 30 days from the date of the name change approval.
    • Update the LLP’s Details: Once the name change is official, update the new name on:
      • Tax registrations (PAN, TAN, GST, etc.).
      • Bank accounts and official documents.
      • Business stationery, including letterheads, invoices, and contracts.
      • Website and social media profiles.

    Important Points to Remember:

    • Name Uniqueness: The new name must be distinct and not conflict with any existing names registered with the RoC or intellectual property rights.
    • Impact on Business: A name change does not alter the legal standing or business operations of the LLP; it only updates the registered name.
    • Compliance with Regulatory Authorities: Once the name is changed, inform relevant authorities, clients, financial institutions, and other stakeholders.

    By following these steps, an LLP can legally and smoothly change its name while ensuring all documentation and registrations are updated accordingly.