Change In Contribution In A LLP
Change In Contribution In A LLP – Classic Partners LLP
Classic Partner – LLP Compliance & Advisory Services
What isChange In Contribution In A LLP ?
In a Limited Liability Partnership (LLP), the contribution of each partner represents the amount they agree to invest, either in cash, tangible/intangible assets, or other agreed forms. Over time, LLPs may require changes in the partner’s contribution due to business expansion, addition of new partners, withdrawal of existing partners, or restructuring of ownership.
Any change in contribution must be updated in the LLP Agreement and filed with the Registrar of Companies (ROC) through prescribed forms.
Situations When Contribution May Change
Admission of a new partner
Retirement or exit of an existing partner
Increase in contribution by one or more partners
Reduction of capital contribution due to reallocation
Reconstitution of profit-sharing ratios
Legal Provisions
Governed by the LLP Act, 2008 and LLP Rules
Requires execution of a Supplementary Agreement to reflect revised contribution
Filing of Form 3 with MCA within 30 days of change
If change affects designated partners – filing of Form 4 also required
Documents Required
Original LLP Agreement
Supplementary Agreement reflecting change in contribution
Consent of partners (via resolution/meeting minutes)
Digital Signatures of designated partners
Proof of revised capital contribution (bank statements, etc.)
Procedure for Change in Contribution
Pass Resolution – Partners agree to revise capital contribution.
Draft Supplementary Agreement – Record updated capital and profit-sharing ratios.
File Form 3 – Submit revised LLP Agreement with MCA within 30 days.
File Form 4 – If change involves appointment/resignation of partners.
Approval & Update – ROC approves and updates contribution records in MCA database.
Penalty for Non-Compliance
Delay in filing Form 3/4: Penalty of ₹100 per day (per form) till compliance.
Continuous defaults may mark LLP as defaulter in MCA records.
Why Choose Classic Partner?
Drafting and filing of Supplementary LLP Agreement
ROC filing of Form 3 & Form 4 within timelines
Advisory on contribution structuring for tax efficiency
End-to-end compliance with LLP Act & MCA regulations
Looking to update partner contribution in your LLP?
Classic Partner ensures a smooth, compliant, and penalty-free process for all LLP amendments.
