When Can an LLP Be Struck Off Section 75 permits removal of an LLP’s name where it is no longer carrying on business. Step-by-Step Strike Off Procedure The strike off mechanism follows a structured regulatory sequence: Step 1 – Partners’ Resolution All partners approve closure and authorise filing.
The LLP's name will be erased from the register after officials grant their approval and the dissolution will be announced through the Official Gazette. The process needs careful preparation because it costs only ₹500 for the government fee. Partners remain personally responsible for any undisclosed debts which continue to exist after their company has been struck off.
Key Takeaways
- When Can an LLP Be Struck Off Section 75 permits removal of an LLP’s name where it is no longer carrying on business.
- An LLP seeking strike off must not have outstanding creditor dues, pending statutory liabilities, or unresolved litigation.
- Step-by-Step Strike Off Procedure The strike off mechanism follows a structured regulatory sequence: Step 1 – Partners’ Resolution All partners approve closure and authorise filing.
- Legal Effects of Strike Off Upon Gazette publication, the LLP legally ceases to exist.
- ROC Suo-Moto Strike Off Risk Apart from voluntary applications, the Registrar may initiate strike off where an LLP persistently defaults in statutory filings.
The Vakilkaro Brief: Close Your Defunct LLP in 45 Days – Form 24 Master Guide
- Form 24 Enables Voluntary Exit
Applicable for LLPs with nil business and nil liabilities.
- Average Timeline: 45 Days
Includes ROC review, public notice, and Gazette publication.
- Hidden Liabilities Survive Strike Off
Partners remain personally responsible if debts are later discovered.
When Can an LLP Be Struck Off
Section 75 permits removal of an LLP’s name where it is no longer carrying on business. In voluntary cases, the LLP must have either never commenced operations or must have ceased commercial activity for at least one continuous year.
Equally important is the absence of liabilities. An LLP seeking strike off must not have outstanding creditor dues, pending statutory liabilities, or unresolved litigation. Regulatory filings such as Form 8 and Form 11 should also be updated before application.
LLPs with active disputes, unpaid taxes, or ongoing business transactions are not suitable candidates.
Essential Pre-Filing Actions
The partners of an LLP must prove its actual operational shutdown before they can submit Form 24. The organization needs to complete its bank account closures because all accounts require formal termination. A nil balance alone is insufficient, closure proof is typically required. Income tax returns should be filed even if no revenue was generated. The company needs to cancel its GST registration before starting the strike off process. A Chartered Accountant must prepare a Statement of Accounts showing Nil Assets and Nil Liabilities, certified within 30 days of filing.
Documents Required for Form 24
Form 24 must be supported by documentary evidence establishing that the LLP has no operational or financial exposure.
Typical attachments include:
• CA-certified Statement of Accounts (nil assets/liabilities)
• Affidavit from designated partners
• Indemnity Bond protecting future claims
• Copy of ITR acknowledgement
• Consent of all partners
• LLP Agreement and amendments
• Bank account closure confirmations
Accuracy and consistency across documents is critical, as discrepancies commonly trigger ROC resubmissions.
Step-by-Step Strike Off Procedure
The strike off mechanism follows a structured regulatory sequence:
Step 1 – Partners’ Resolution
All partners approve closure and authorise filing.
Step 2 – Closure of Financial Accounts
Bank accounts and tax registrations are terminated.
Step 3 – Preparation of Nil Statement
CA certifies financial position.
Step 4 – Filing Form 24
Application submitted via MCA portal with attachments.
Step 5 – ROC Examination
Registrar reviews eligibility and documents.
Step 6 – Public Notice
Proposed strike off displayed for objections.
Step 7 – Gazette Notification
LLP officially dissolved upon publication.
While timelines vary by jurisdiction, completion within 45 days is common for well-prepared applications.
Fees and Professional Costs
The statutory fee for Form 24 remains modest at ₹500. However, professional assistance is usually required for documentation, CA certification, and procedural compliance.
On average:
CA Certification: ₹5,000 – ₹8,000
CS/Consultant Fees: ₹5,000 – ₹10,000
Compared to recurring annual compliance costs, strike off is financially efficient for non-operational LLPs.
Legal Effects of Strike Off
Upon Gazette publication, the LLP legally ceases to exist. Its LLPIN is deactivated, and the entity cannot carry on business or hold assets.
However, dissolution does not automatically extinguish liabilities that were concealed or omitted. Creditors retain the right to proceed against partners personally if legitimate dues later emerge.
Restoration is possible through NCLT but involves substantial cost and procedural burden.
ROC Suo-Moto Strike Off Risk
Apart from voluntary applications, the Registrar may initiate strike off where an LLP persistently defaults in statutory filings.
Failure to file Form 8 and Form 11 for consecutive financial years often triggers notices. If partners fail to respond adequately, the ROC may proceed with removal after public notice.
Such strike offs may expose partners to penalties and complicate future compliance history.
Practical Compliance Checklist
Before initiating Form 24, confirm:
• No business activity for minimum one year
• All bank accounts formally closed
• Form 8 and Form 11 filings updated
• Income tax return filed
• GST registration cancelled (if applicable)
• CA Statement dated within 30 days
• Indemnity bonds properly executed
A carefully sequenced closure process significantly reduces ROC objections.
Key Takeaway
Form 24 offers LLPs a practical and affordable exit route. Yet, the simplicity of the filing should not obscure the seriousness of declarations made. Any misstatement regarding liabilities or financial position can have lasting consequences for partners.
For inactive LLPs, timely voluntary strike off is often preferable to accumulating penalties, compliance defaults, and regulatory scrutiny.
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Frequently asked questions
LLP Strike Off 2026: Complete Form 24 Procedure Under Section 75 LLP Act – 7 Step Guide+
When Can an LLP Be Struck Off Section 75 permits removal of an LLP’s name where it is no longer carrying on business. Step-by-Step Strike Off Procedure The strike off mechanism follows a structured regulatory sequence: Step 1 – Partners’ Resolution All partners approve closure and authorise filing.