Winding Up – LLP

LLP closure via Form 24 strike-off — regularise overdue Form 11 / Form 8 filings, close bank accounts, file pending ITR-5 returns, and obtain ROC strike-off order.

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Overview

Voluntary closure of a Limited Liability Partnership (LLP) is done through the Strike-Off route under the LLP (Removal of Names of LLPs from the Register of LLPs) Guidelines, 2012 by filing Form 24. This is the most practical route for LLPs that have ceased operations, have no assets or liabilities, and have no pending litigation. Strike-off removes the LLP's name from the MCA Register — after which the entity ceases to exist as a legal person.

Before filing for strike-off, all overdue Form 11 and Form 8 must be filed up to date, all outstanding ITR-5 income tax returns must be filed, all bank accounts closed (with bank closure certificates), and all outstanding dues settled. The statement of accounts signed by all designated partners must be dated not earlier than 30 days before Form 24 filing.

MFiling manages the complete LLP closure — regularising pending filings, obtaining NIL income tax demand certificate, closing bank accounts, preparing closure accounts, and filing Form 24 with all partner DSCs.

MFiling professional charges: from Rs.4,999 (LLP with no pending filings) | Rs.7,999 (LLP with multiple pending years to regularise).

Key Benefits

All Pending Filings Regularised First
MFiling identifies and files all overdue Form 8, Form 11, and ITR-5 returns before Form 24 — clean closure.
Bank Account Closure Coordinated
MFiling advises on the process for closing all LLP bank accounts and obtaining closure certificates from banks.
Form 24 Filed Correctly
Form 24 prepared with statement of accounts, partner consents, and all designated partner DSCs.
Official Strike-Off Order Obtained
ROC issues Strike-Off Order after 30-day public notice period — LLP legally ceases to exist.
Partner Liability Extinguished
Strike-off eliminates ongoing compliance obligations and future penalty exposure for designated partners.

Documents Required

LLP Agreement
Overdue Form 11 and Form 8 Filed and Acknowledgements (for all pending years)
Overdue ITR-5 Filed and NIL Demand Certificate from Income Tax
Bank Account Closure Certificates from All Banks (zero balance confirmed)
Statement of Accounts Signed by All Designated Partners (within 30 days of Form 24)
Written Consent of All Designated Partners for Strike-Off

How it Works

Regularise All Pending MCA Filings (Week 1–4)

File all overdue Form 11 (Annual Returns) and Form 8 (Financial Statements) for all pending years — pay any late fees.

File Pending ITR-5 Returns (Week 1–4)

File all outstanding income tax returns for years of LLP operation — obtain NIL outstanding demand certificate.

Close All Bank Accounts (Week 2–4)

Close all LLP bank accounts — obtain 'Account Closed' certificates from each bank confirming zero balance.

Prepare Closure Statement of Accounts (Week 3–4)

Prepare final statement of accounts signed by all designated partners — dated within 30 days of Form 24 filing.

Obtain All Designated Partner Consents (Week 3–4)

Obtain written unanimous consent of all designated partners to apply for strike-off.

File Form 24 on MCA Portal (Week 4–5)

Submit Form 24 with partner DSCs, statement of accounts, bank closure certificates, and tax clearances.

Await ROC Strike-Off Order (30–60 days after Form 24)

ROC publishes LLP name on MCA website for 30-day objection period — Strike-Off Order issued after objection period.

Frequently Asked Questions

Can an LLP with outstanding loans from partners be closed through Form 24?
No. Form 24 strike-off is only available to LLPs with no assets AND no liabilities at the time of application. Outstanding partner loans are liabilities — the LLP must settle or write off these loans before applying. If partners agree to waive the loans (with a written waiver agreement), the liabilities can be eliminated. MFiling reviews the LLP's financial position and advises on how to clear liabilities before applying for strike-off.
Can an LLP be struck off if it has active GST registration?
No. Before filing Form 24, the LLP must cancel its GST registration (Form GST REG-16) and file the GSTR-10 final return. Banks and statutory authorities (GST, EPFO, ESIC, Professional Tax) must be deregistered before strike-off. MFiling coordinates all deregistrations as part of the LLP closure process — ensuring no pending government registrations block the Form 24 application.
Service Price
₹4,999
Starting price · GST extra
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All Pending Filings Regularised First
MFiling identifies and files all overdue Form 8, Form 11, and ITR-5 returns before Form 24 — clean closure.
Bank Account Closure Coordinated
MFiling advises on the process for closing all LLP bank accounts and obtaining closure certificates from banks.
Form 24 Filed Correctly
Form 24 prepared with statement of accounts, partner consents, and all designated partner DSCs.
Official Strike-Off Order Obtained
ROC issues Strike-Off Order after 30-day public notice period — LLP legally ceases to exist.
Partner Liability Extinguished
Strike-off eliminates ongoing compliance obligations and future penalty exposure for designated partners.

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Service Price
₹4,999
Starting price · GST extra

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