Bare Acts

The Limited Liability Partnership Act, 2008

An Act to make provisions for the formation and regulation of limited liability partnerships and for matters connected therewith or incidental thereto.

English PDF

Act Details

Act Number:

Act Year:

2009

Location:

Enactment Date:

1/7/2009

Enforcement Date:

31-03-2009

Ministry:

Ministry of Corporate Affairs

Full List of LLP Act Sections

PRELIMINARY

Section 1 to Section 2

Section 1

Short title, extent and commencement.

Section 2

Definitions.

NATURE OF LIMITED LIABILITY PARTNERSHIP

Section 3 to Section 10

Section 3

Limited liability partnership to be body corporate.

Section 4

Non-applicability of the Indian Partnership Act, 1932.

Section 5

Partners.

Section 6

Minimum number of partners.

Section 7

Designated partners.

Section 8

Liabilities of designated partners.

Section 9

Changes in designated partners.

Section 10

Punishment for contravention of sections 7 and 9.

INCORPORATION OF LIMITED LIABILITY PARTNERSHIP AND MATTERS INCIDENTAL THERETO

Section 11 to Section 21

Section 11

Incorporation document.

Section 12

Incorporation by registration.

Section 13

Registered office of limited liability partnership and change therein.

Section 14

Effect of registration.

Section 15

Name.

Section 16

Reservation of name.

Section 17

Rectification of name of limited liability partnership.

Section 18

Omitted.

Section 19

Change of registered name.

Section 20

Penalty for improper use of words "limited liability partnership" or "LLP".

Section 21

Publication of name and limited liability.

PARTNERS AND THEIR RELATIONS

Section 22 to Section 25

Section 22

Eligibility to be partners.

Section 23

Relationship of partners.

Section 24

Cessation of partnership interest.

Section 25

Registration of changes in partners.

EXTENT AND LIMITATION OF LIABILITY OF LIMITED LIABILITY PARTNERSHIP AND PARTNERS

Section 26 to Section 31

Section 26

Partner as agent.

Section 27

Extent of liability of limited liability partnership.

Section 28

Extent of liability of partner.

Section 29

Holding out.

Section 30

Unlimited liability in case of fraud.

Section 31

Whistle blowing.

CONTRIBUTIONS

Section 32 to Section 33

Section 32

Form of contribution.

Section 33

Obligation to contribute.

FINANCIAL DISCLOSURES

Section 34 to Section 41

Section 34

Maintenance of books of account, other records and audit, etc.

Section 35

Annual return.

Section 36

Inspection of documents kept by Registrar.

Section 37

Penalty for false statement.

Section 38

Power of Registrar to obtain information.

Section 39

Compounding of offences.

Section 40

Destruction of old records.

Section 41

Enforcement of duty to make returns, etc.

ASSIGNMENT AND TRANSFER OF PARTNERSHIP RIGHTS

Section 42

Partner's transferable interest.

INVESTIGATION

Section 43 to Section 54

Section 43

Investigation of the affairs of limited liability partnership.

Section 44

Application by partners for investigation.

Section 45

Firm, body corporate or association not to be appointed as inspector.

Section 46

Power of inspectors to carry out investigation into affairs of related entities, etc.

Section 47

Production of documents and evidence.

Section 48

Seizure of documents by inspector.

Section 49

Inspector's report.

Section 50

Prosecution.

Section 51

Application for winding up of limited liability partnership.

Section 52

Proceedings for recovery of damages or property.

Section 53

Expenses of investigation.

Section 54

Inspector's report to be evidence.

CONVERSION INTO LIMITED LIABILITY PARTNERSHIP

Section 55 to Section 58

Section 55

Conversion from firm into limited liability partnership.

Section 56

Conversion from private company into limited liability partnership.

Section 57

Conversion from unlisted public company into limited liability partnership.

Section 58

Registration and effect of conversion.

FOREIGN LIMITED LIABILITY PARTNERSHIPS

Section 59

Foreign limited liability partnerships.

COMPROMISE, ARRANGEMENT OR RECONSTRUCTION OF LIMITED LIABILITY PARTNERSHIPS

Section 60 to Section 62

Section 60

Compromise, or arrangement of limited liability partnerships.

Section 61

Power of Tribunal to enforce compromise or arrangement.

Section 62

Provisions for facilitating reconstruction or amalgamation of limited liability partnerships.

WINDING UP AND DISSOLUTION

Section 63 to Section 65

Section 63

Winding up and dissolution.

Section 64

Circumstances in which limited liability partnership may be wound up by Tribunal.

Section 65

Rules for winding up and dissolution.

MISCELLANEOUS

Section 66 to Section 81

Section 66

Business transactions of partner with limited liability partnership.

Section 67

Application of the provisions of the Companies Act.

Section 68

Electronic filing of documents.

Section 69

Payment of additional fee.

Section 70

Enhanced punishment.

Section 71

Application of other laws not barred.

Section 72

Jurisdiction of Tribunal and Appellate Tribunal.

Section 73

Omitted.

Section 74

General penalties.

Section 75

Power of Registrar to strike defunct limited liability partnership off register.

Section 76

Offences to limited liability partnerships.

Section 77

Jurisdiction of Courts.

Section 78

Power to alter Schedules.

Section 79

Power to make rules.

Section 80

Power to remove difficulties.

Section 81

Omitted.