Change your LLP’s Registered Office

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Change of Registered Office Address of LLP

Registered Office of LLP:

Every LLP registered in India needs to have a principal place to carry out the business activities. And the same needs to be registered as “Registered business of LLP”. This Registered office can be situated anywhere in India. The registered office of a LLP is that to which official correspondence and all formal legal notices addressed to the LLP will be sent.

Change in the Address of Registered office of LLP:

At times it becomes necessary for LLP to move its principal place of business. The LLP may change its registered office from one place to another by following the procedure as laid down in its LLP agreement. Where the LLP agreement does not provide for such procedure, consent of all partners shall be required for changing the place of registered office of LLP to another place.

Every LLP who has shifted its registered office to some other place has to give intimation to the ROC within 30 days. In case of there is no specific term laid down in the LLP agreement, consent of all the partners are required for such change of address of registered office by holding a meeting and passing a resolution.

With the introduction of an Limited Liability Partnership (Second Amendment) Rules, 2022, for any alteration in the principal place of business in India or Cessation to have a place of business in India, Form 28 has to be filed for the Notice to Registrar.

Penalty for not complying with the procedural requirements of change in the registered office of LLP as per the Act:

The Limited Liability Partnership (LLP) and it’s partners shall be liable with a minimum penalty of ₹2,000 and a maximum penalty of ₹25,000.

Documents required to change the Registered Office of LLP

Document Checklist

Initial LLP Agreement

Address proof of new office like the latest utility bill (Not older than 2 months)

Rent agreement in case a new office is rented

Signed No Objection Certificate (NOC) from the building owner

Full address of the police station under whose jurisdiction the new registered office address of the limited liability partnership is situated.

Cost of Changing the Registered office address for LLP

Standard

3499/-

Document Preparation Change in Registration Office

Change in Registration Office Address on MCA database within city

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regular

4499/-

Document Preparation

Change in Registration Office Address on MCA database within State

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advance

18999/-

Document Preparation

Application For Change in Registration Office Address on MCA database (Outside State)

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Process to Change Registered office address of LLP

Rules to follow for changing the Address of the Registered Office of LLP

Same State, Same Jurisdiction

While changing the Address of the Registered office of LLP within the same state and same jurisdiction, resolution for change of address shall be passed according to the LLP agreement and when there is no provision for such change, then consent of all partners shall be required for changing the place of Registered Office of LLP to another place. Within 30 days of passing such resolution, LLP needs to give intimation to concerned ROC (registrar of Companies) by filing Form 15. There is no need to give the public notice when the office is shifted within the same jurisdiction.

Same State, Different Jurisdiction

While changing the Address of the Registered office of LLP within the same state but different jurisdiction, resolution for change of address shall be passed according to the LLP agreement and when there is no provision for such change, then consent of all partners shall be required for changing the place of Registered Office of LLP to another place. Within 30 days of passing such resolution, LLP needs to give intimation to concerned ROC by filing Form 15. And a copy to be filed to the Registrar under whose jurisdiction the registered office is proposed to be shifted.

Different Jurisdiction, Different State

When the change in the address of registered office is initiated outside the state the same is to be done by passing a resolution for change of address. And when there is no provision for such change, then consent of all partners and secured creditors shall be required for the same. A public notice is required to be given in not less than 21 days before filing any notice with Registrar. Within 30 days of publishing the notice, LLP needs to give intimation to concerned ROC by filing Form 15. And a copy to be filed to the Registrar under whose jurisdiction the registered office is proposed to be shifted.

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