Change LLP Agreement
The LLP agreement governs how partners relate to each other and to the LLP itself. Any change to its terms — big or small — needs to be documented and filed with the ROC.
Any amendment to an LLP agreement — changes to profit-sharing, management rights, contribution, business activity, or partner roles — is made through a supplementary LLP agreement executed by all partners, then filed with the ROC using Form 3. This is generally required within 30 days of the agreement being amended, and applies whether the change is substantive, like a profit ratio revision, or largely administrative, like an address update within the agreement text.
What this service covers
The full range of amendments an LLP agreement might need.
- Change in profit and loss sharing ratio
- Change in management or decision-making rights
- Change in the LLP's business activities
- Change in designated partner responsibilities
- Drafting the supplementary agreement
- Filing Form 3 within the statutory timeline
Key components
The most common reasons LLPs amend their agreement.
Profit Ratio Change
Revising how profits and losses are shared among partners going forward.
Management Rights
Changing which partners hold decision-making or signing authority.
Business Activity
Adding or changing the LLP's stated business objects.
Our process
From initial consultation to completion.
Identify the Amendment
Confirm exactly which clauses of the existing agreement need to change.
Draft Supplementary Agreement
Document the amendment clearly, referencing the original agreement.
Execute the Agreement
All partners sign and the document is stamped as required.
File Form 3
Notify the ROC of the amendment within 30 days.
Why the agreement needs to stay current
What sets our approach apart.
Unfiled amendments aren't enforceable against the ROC record
Partners may agree to a change informally, but until Form 3 is filed, the ROC's record of the agreement remains unchanged.
Stamp duty applies based on the amendment's nature
Some amendments attract different stamp duty treatment than others — we confirm this before the agreement is executed.
It's a prerequisite for other filings
Banks, auditors and other authorities often ask for the current LLP agreement, so keeping it updated avoids delays elsewhere.
Change LLP Agreement questions answered
What people ask before engaging us.
Need to amend your LLP agreement?
We'll draft the supplementary agreement and file Form 3 on time.
