LLP Closure

LLP Closure in India: How to Legally Close an LLP (Form 24)

A dormant LLP still needs Form 11 and Form 8 filed every year - with penalties of ₹100 per day, per form, and no upper cap, an inactive LLP can quietly rack up a huge liability. If your LLP has stopped operating, striking it off through LLP Form 24 is the clean way to close it for good. This guide covers exactly how LLP closure works and how KanoonPe manages it end-to-end at a flat, all-inclusive price.

Quick summary

• What it is: The voluntary process of removing an LLP's name from the Register of LLPs, ending its legal existence, filed via LLP Form 24.
• Governed by: Rule 37 of the LLP Rules, 2009, read with the Limited Liability Partnership Act, 2008.
• Best for: Dormant LLPs, LLPs with no business activity, or LLPs never commenced business after incorporation.
• KanoonPe price: Flat, all-inclusive quote on a free callback · Timeline: typically 4–6 months.

Quick facts

What is LLP closure?

LLP closure (also called LLP strike off) is the voluntary process of removing a Limited Liability Partnership's name from the Register of LLPs maintained by the ROC, permanently ending its legal existence, by filing LLP Form 24 under Rule 37 of the LLP Rules, 2009.

This route applies to LLPs that are dormant or defunct - it is not meant for LLPs with ongoing business, unresolved debts, or disputes. Before applying, the LLP must close its bank account(s), settle all liabilities, and bring all overdue statutory filings up to date, or in some cases file the final Form 8 and Form 11.

Once struck off, the LLP ceases to exist. Partners remain liable for any obligation or liability that existed before the LLP was dissolved.

Who should apply for LLP closure?

• Dormant LLPs with no business activity since incorporation or for an extended period.
• LLPs that never commenced operations after registration.
• Partners winding down a joint venture or professional practice structured as an LLP.
• LLPs restructuring into a company or another entity and retiring the old LLP.
• Partners wanting to avoid mounting Form 8/Form 11 penalties on an inactive LLP.

Benefits of formally closing an LLP

1. Stops the compliance clock - No more annual Form 11 (Annual Return) or Form 8 (Statement of Accounts) filings once struck off.
2. Avoids mounting penalties - Prevents late fees of ₹100 per day per form that accumulate indefinitely on dormant LLPs.
3. Protects designated partners - Avoids disqualification risk tied to chronic non-compliance on an unused entity.
4. Clean exit record - A voluntary, properly documented closure avoids adverse remarks on partners' MCA history.
5. Legal finality - Formal dissolution removes ongoing exposure and administrative burden tied to an inactive LLP.

Documents required for LLP closure

LLP documents

• Certificate of Incorporation, PAN, and LLP Agreement
• Statement of Accounts (not older than 30 days from the date of filing) showing NIL assets/liabilities, certified by a Chartered Accountant
• Bank account closure certificate
• Copy of the latest filed Income Tax Return (if any business was conducted)

Approvals

• Consent of all partners for closure
• Affidavit from designated partners confirming the LLP has ceased business/never commenced business
• Indemnity bond by all partners, indemnifying against any liability arising after strike off

Filings up to date

• Overdue Form 11 and Form 8 filings brought current, or a NIL final return where applicable

Ready to get started? Talk to a verified expert → - get a transparent, all-inclusive quote for your LLP closure within one business hour.

Process for LLP closure (step by step)

1. Clear liabilities and close accounts. Settle all debts, close the LLP's bank account(s), and obtain a closure certificate from the bank.
2. Bring filings up to date. File any pending Form 11/Form 8 returns - most ROCs require this before accepting Form 24, unless the LLP never commenced business.
3. Obtain partner consent. All partners sign a consent/resolution approving the closure.
4. Prepare supporting documents. Draft the Statement of Accounts, affidavit, and indemnity bond from designated partners.
5. File LLP Form 24. Submit the application to the ROC with the government fee and all attachments.
6. ROC scrutiny and public notice. The Registrar reviews the application; where required, a notice is published inviting objections.
7. Strike off order. If no objections are received, the ROC strikes off the LLP's name from the register and publishes the dissolution.

Cost of LLP closure in India

KanoonPe offers a flat, all-inclusive quote - documentation, affidavits, indemnity bonds, and Form 24 filing bundled into one transparent number. Any pending ROC late fees are shown upfront before you commit.

Timeline for LLP closure

Timelines depend on how quickly pending compliance is cleared and ROC processing load. Every KanoonPe order carries a written SLA - filed on time or you get a refund.

Penalties for not closing a dormant LLP

• Continuing non-compliance with Form 8 or Form 11 attracts a penalty of ₹100 per day, per form, with no upper limit - this accrues indefinitely until filed or the LLP is struck off.
• Designated partner liability - designated partners remain responsible for compliance defaults until the LLP is formally closed.
• ROC-initiated strike off for chronic non-filers is involuntary and can complicate the partners' ability to start new entities cleanly.

LLP closure vs company strike off - what's different

Closing a company instead? See Company Strike Off / Closure.

Why choose KanoonPe

• Transparent flat pricing - one all-inclusive number; government fees and late fees at actuals, shown upfront.
• Filed-on-time or refund - every order ships with a written SLA.
• One accountable case owner - a single named CS manages your closure end to end.
• Live status tracking - track your Form 24 application status on your dashboard in real time.

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