Change in LLP Agreement

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Change in LLP Agreement – Classic Partners LLP

Classic Partner – LLP Compliance & Advisory Services

What is Change in LLP Agreement?

The LLP Agreement is the foundational document that governs the rights, duties, and obligations of partners in a Limited Liability Partnership (LLP). Over time, business requirements may demand amendments—such as change in contribution, profit-sharing ratio, admission/retirement of partners, or modification of business activities.

Any such change must be carried out by executing a Supplementary LLP Agreement and filing Form 3 (and Form 4, if partner details change) with the Ministry of Corporate Affairs (MCA) to make it legally valid.

Common Reasons for Change in LLP Agreement

  • Change in business activities/objectives

  • Admission, retirement, or change of partner(s)

  • Change in contribution of partners

  • Change in profit/loss sharing ratio

  • Change in registered office address of LLP

  • Change in management or decision-making process

Documents Required

  • Original LLP Agreement

  • Draft of Supplementary Agreement (reflecting changes)

  • Consent letters of incoming/outgoing partners (if applicable)

  • PAN, ID & address proof of partners (for admission/retirement)

  • Digital Signature Certificates (DSCs) of designated partners

  • Board/partner resolution approving the change

Procedure for Change in LLP Agreement

  1. Draft Supplementary LLP Agreement – Incorporating proposed changes.

  2. Partner Approval – Get the supplementary agreement signed by all partners.

  3. Execution & Notarization – Execute on stamp paper of appropriate value and notarize it.

  4. MCA Filing – File Form 3 (and Form 4 if partner details are involved) with MCA along with required attachments.

  5. Registrar Verification – MCA verifies and records changes in its database.

  6. Update Records – Update changes in PAN, GST, Bank, and other statutory registrations.

Legal Impact

  • New terms in the Supplementary Agreement become binding on all partners.

  • Non-filing with MCA can make the changes legally unenforceable.

  • Helps avoid disputes and ensures regulatory compliance.

Why Choose Classic Partner?

  • Expert drafting of Supplementary LLP Agreements

  • Advisory on legal, compliance, and taxation aspects

  • MCA filings (Form 3 & Form 4) with quick turnaround

  • Assistance with allied updates (GST, PAN, bank, licenses, etc.)

Looking to update your LLP Agreement?
Classic Partner provides seamless legal drafting, filing, and compliance support to ensure your LLP stays fully compliant with MCA requirements.

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