Process of changing the registered office address of a LLP after incorporation

This article describes the process of changing the registered office address of a Limited Liability Partnership under various circumstances.

The form to change the registered office address of a LLP is Form 15.

Once you prefill the LLPIN, you will be able to see the present address. You have to write the new address of the Limited Liability Partnership (LLP).

Also the following further information has to be entered:

  • The name of office of new Registrar. In case there is no change in the office of Registrar, mention the name of office of existing Registrar.
  • Name and address of the police station under whose jurisdiction the changed registered office of the LLP is situated.
  • Date from which the change has taken place
  • Any prosecution initiated or show cause notices received by the LLP for alleged offences under the LLP Act.
  • Type of change has to be disclosed which can be any of the following:
  1. Within same city/town/ village
  2. One one place to another within same state
  3. Within same state but from jurisdiction of one RoC to another RoC (This can happen only in two states – Maharashtra and Tamil Nadu) since these are the only two states which have more than one RoC.
  4. Change from one state to another

The following documents are to be attached with Form 15:

  • Proof of new registered office address like consent letter or lease agreement or ownership documents etc. Please note that is a mandatory attachment.
  • ‘Copy of the minutes of decision/ resolution/ consent of partners’ or ‘The extracts of the relevant provisions of the Limited liability Partnership (The former is provided where the LLP Deed specifically mentions that the address shall be changed by the consent of the partners and the latter where it gives an automatic process for the same) . This is also a mandatory attachment.
  • In case of ‘change of place of the registered office from one State to another State’, it is mandatory to enclose copies of public notice and consent of secured creditors.
  • Optional attachments.

Dates of filing

Form 15 is to be filed within 30 days of the change in address.

Where the change is from one state to another, the Limited Liability Partnership (LLP) shall publish a general notice at least 21 days before filing of Form 15 in two newspapers ; one in English and the other in the principle local language of the district where the present office is located.

The relevant provisions are given in Section 13 of the LLP Act, 2008 and Rule 16 of the LLP Rules, 2009.

Article by CA Bhavesh Savla