Change Registered Office Address for LLP: A Step-by-Step Guide
If you are a Limited Liability Partnership (LLP) owner or partner, you may need to change the registered office address at some point. There could be several reasons for this, such as relocating the office to a different place or shifting to a more suitable location. In any case, changing the registered office address of your LLP is a simple and straightforward process that requires compliance with legal requirements. In this article, we will provide you with a step-by-step guide on how to change the registered office address for your LLP.
Legal Requirements for Changing Registered Office Address of LLP
Before proceeding with the steps to change the registered office address of your LLP, it is essential to understand the legal requirements for doing so. As per the Companies Act, 2013, an LLP is required to maintain a registered office address in India, where all official communication and notices can be sent. The LLP is also required to maintain all the statutory records and books of accounts at the registered office address.
According to Section 13 of the LLP Act, 2008, an LLP can change its registered office address within the same state or from one state to another by following the necessary legal procedures. However, the change of registered office address should not be done to evade any legal obligation or liability.
Steps for Changing Registered Office Address of LLP
Here are the step-by-step procedures for changing the registered office address of your LLP:
Step 1: Convene a Board Meeting
The first step in changing the registered office address of your LLP is to convene a board meeting of all partners or designated partners. In this meeting, a resolution should be passed to approve the change of registered office address and to authorize any designated partner to submit the necessary forms to the Registrar of Companies (ROC).
Step 2: Pass Board Resolution
After the board meeting, a board resolution should be prepared and passed, stating the reasons for the change of registered office address and the new address. This resolution should also authorize a designated partner to sign and submit Form LLP-3 to the ROC.
Step 3: File Form LLP-3 with MCA
The next step is to file Form LLP-3 with the Ministry of Corporate Affairs (MCA) within 30 days from the date of passing the board resolution. This form should be signed by a designated partner and should contain the following details:
1. Name of the LLP
2. LLPIN (Limited Liability Partnership Identification Number)
3. Current registered office address
4. New registered office address
5. Date of change of registered office address
6. Copy of Board Resolution
7. Copy of the rental agreement or sale deed of the new registered office address
8. Any other supporting documents as required
After submitting the form, you will receive a confirmation from the MCA, and the change of registered office address will be updated in the official records.
Step 4: Intimation to Other Authorities
Once the change of registered office address is completed, it is essential to intimate other authorities about the new address. This includes the Income Tax Department, GST Department, and any other government agencies or authorities that you are registered
Documents Required for Changing Registered Office Address of LLP
To change the registered office address of a Limited Liability Partnership (LLP) in India, the following documents are required:
1. Form LLP-15: This is the application for changing the registered office address of an LLP. It must be filed with the Registrar of Companies (ROC) within 15 days of the change of address.
2. Proof of new address: Any document that proves the new registered office address, such as the electricity bill, telephone bill, rent agreement, or property tax receipt, must be submitted.
3. NOC from the owner: If the registered office is owned by someone else, a no-objection certificate (NOC) must be obtained from the owner.
4. Board resolution: The LLP must pass a board resolution to change the registered office address and this resolution must be attached to Form LLP-15.
5. Consent of partners: All partners of the LLP must provide their written consent to change the registered office address.
6. Updated LLP agreement: The LLP agreement must be updated to reflect the change in the registered office address.
Once these documents are prepared and submitted, the Registrar of Companies will verify them and if everything is found to be in order, the new address will be updated in the LLP's records. Changing the registered office address of a Limited Liability Partnership (LLP) can be a complicated process, and there are several common mistakes that businesses should avoid during the process. Here are some of the most common mistakes to be aware of:
Common Mistakes to Avoid while Changing Registered Office Address of LLP
1. Not following the proper procedure: LLPs must follow the proper procedure for changing their registered office address, as set out in the LLP agreement and under the Companies Act, 2013. Failure to do so can lead to complications and delays.
2. Failing to inform the Registrar of Companies (RoC): The LLP must inform the RoC of the change of address within 15 days of the effective date of the change. Failure to do so can result in penalties and fines.
3. Not updating all relevant parties: It is crucial to update all relevant parties such as banks, customers, suppliers, and other stakeholders of the change of address to avoid confusion and potential loss of business.
4. Not updating statutory registrations: The LLP must update all statutory registrations, such as GST registration, income tax registration, and any other licenses or permits that have been obtained in the previous address.
5. Not updating the LLP agreement: The LLP agreement must be updated to reflect the new registered office address.
6. Not updating the website and letterheads: The LLP must update its website and all letterheads to reflect the new registered office address.
