ROC, Delhi & Haryana has proposed to strike off total 1171 LLPs due to non-filing of Financial Statements and Annual Returns for previous two years. In this regard, a brief note is submitted hereunder for your perusal:
On 31st May 2018, MCA has issued a notice dated 30th May, 2018 vide Notice No. ROC-DELHI / LLP/SM/PHASE -II/2385 wherein Registrar of Companies, Delhi & Haryana has proposed to remove the names of 1171 Limited Liability Partnerships from the Register of LLPs. [The Notice is available at : http://mca.gov.in/Ministry/pdf/NoticeLLPDElhi_30052018.pdf]
Next possible steps for such LLPs whose names have been published in the notice:
- Any aggrieved LLP may raise written objection to the ROC within 30 days of publication of the aforesaid notice i.e., by 30th June, 2018.
- LLPs need to immediately file Form 11 (Annual Return) and Form 8 (Financial Statements).
- LLPs should show that the LLP is functioning and carrying the operations and there was reasonable cause / inadvertence due to which the non-compliance has occurred.
In case, partners do not wish to continue with the LLPs and would go with its striking-off, they still do have certain liabilities even after striking off of the LLPs, which include the following:
- In case of striking off name of LLP, the liability of all designated partners of the LLP would continue and may be enforced as if the LLP had not been dissolved. [Rule 37 (5) of LLP Rules, 2009]
- Assets of LLP shall be made available for the payment or discharging of all its liabilities and obligations even after the date of the order removing the name of the LLP from the register. [Rule 37(4) of LLP Rules, 2009]
- If any partner or creditor feels aggrieved by the LLP having been struck off the register, an application can be made to the Tribunal for restoring the LLP before the expiry of five years from the publication in the Official Gazette. If satisfied with the application for restoration of LLP, the Tribunal can order the LLP be restored to the register and place all partners in the same position as nearly as if the name of the LLP had not been struck off.
CS Purnima Sharma
FCS, LL.B., B.Com (H), MSF
Practising Company Secretary
Purnima Sharma & Associates,
Company Secretaries, Delhi
Office: 17 A, II Floor, Kishan Chand Complex,
Jwala Heri Market, Paschim Vihar, Delhi