Step 1: Partners Pass a Resolution for Closure
The LLP partners must mutually agree to close the entity.
Action Points:
- Conduct a meeting of designated partners.
- Pass a resolution supporting closure.
- Record the date and keep it for filing.
Step 2: Statement of Accounts (Not Older Than 30 Days)
The LLP must prepare a Statement of Accounts reflecting:
- No assets
- No liabilities
- No outstanding dues
- No revenue
This statement must be certified by a practicing Chartered Accountant and should not be older than 30 days before filing Form LLP-24.
Step 3: Prepare Affidavits & Declarations from Partners
All designated partners must sign:
- Affidavit for Strike Off
Declaring that the LLP has no liabilities. - Declaration of Non-operation
Confirming that the LLP has ceased business from a specific date. - Indemnity Bond (Optional in some states)
Partners indemnify the government against future claims.
Step 4: Close the LLP Bank Account
If the LLP had an active bank account:
- Close the account
- Collect the Bank Closure Letter
- Attach it with the application
This step is mandatory for Form LLP-24 approval.
Step 5: File Pending MCA Annual Returns (If Any)
If the LLP has not operated since formation, filings may not be required.
But if there were any transactions, the LLP must file:
- Form 11 – Annual Return
- Form 8 – Statement of Accounts & Solvency
This avoids penalties during the strike-off process.
Step 6: Prepare Documents for LLP Closure Submission
You must compile the following:
Required Documents
- Resolution for LLP closure
- Affidavit by designated partners
- Statement of Accounts (CA certified)
- Bank closure proof
- ITR acknowledgment (if filed)
- Consent of partners
- LLP Agreement and supplementary deeds
- PAN card + address proof of partners
SavingMantra Tip: Keeping all documents in one PDF helps speed up approval.
Step 7: File Form LLP-24 on MCA Portal
Now prepare and file Form LLP-24 with MCA.
You must attach:
- Application for strike-off
- Statement of accounts
- Affidavits
- Resolution
- Partner’s consent
- Bank closure letter
Pay the MCA fees and submit the form.
Step 8: MCA Review & Approval
After submission:
- MCA examines the documents
- If correct, LLP name is published on the public strike-off list
- After no objections, MCA issues Final Strike-Off Order
Your LLP is now officially closed.
Typical timeline: 3–6 months depending on pending compliances and MCA processing speed.
Benefits of Proper LLP Closure
✔ Avoids heavy penalties for non-filing
✔ No future tax or compliance obligations
✔ Legal closure ensures transparency
✔ Peace of mind from government notices
✔ Clean exit for partners
Common Mistakes to Avoid
❌ Filing LLP-24 without closing bank account
❌ Incorrect or outdated Statement of Accounts
❌ Missing affidavits or partner signatures
❌ Filing without clearing old MCA dues
❌ Not completing pending annual returns
SavingMantra Recommendation: Always cross-check MCA filing status before initiating closure.
Conclusion
Closing an LLP is a structured legal process that requires proper documentation, partner approval, and MCA filings.
By following the step-by-step LLP Closure process, you can ensure a smooth, compliant exit without penalties or legal difficulties.
If you need help drafting the documents, affidavits, resolutions, or preparing Form LLP-24, SavingMantra can assist you with complete compliance support.
The information provided in this blog is for general informational and educational purposes only and should not be construed as legal, tax, or professional advice. While every effort has been made to ensure accuracy and compliance with the applicable provisions of the Companies Act, 2013 and related rules, laws and regulations may change over time and interpretations may vary based on specific facts and circumstances.
All services are subject to applicable laws, rules, and government approvals prevailing at the time of execution.