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Special Resolution of Partners to Wind up an LLP - Form

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Below you can preview the Special Resolution of Partners to Wind up an LLP, complete it by answering a few plain-English questions, and download a ready-to-sign copy in Word and PDF - tailored for use in India.

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Frequently asked questions

What is a Special Resolution of Partners to Wind up an LLP?

A Special Resolution of Partners to Wind up an LLP is a ready-to-use legal template for India. You complete it by answering a few plain-English questions, then download the finished document in Word and PDF.

What does the Special Resolution of Partners to Wind up an LLP cover?

The Special Resolution of Partners to Wind up an LLP is organised into sections covering § 1. Cessation of Business / Non-Commencement, § 2. Approval for Striking Off, § 3. Consent of Partners, § 4. Closure of Bank Accounts, § 5. Authorisation to Designated Partners, so the important points are captured in a clear, consistent structure.

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Is a Special Resolution of Partners to Wind up an LLP legally binding?

Once it is properly completed and signed by everyone involved, a Special Resolution of Partners to Wind up an LLP is generally legally binding in India, provided it meets the legal requirements that apply to this type of document.

What laws apply to a Special Resolution of Partners to Wind up an LLP in India?

A Special Resolution of Partners to Wind up an LLP should comply with the laws in force in India. This template is built around the provisions such situations commonly require, but the rules can vary by region and change over time, so check the current requirements for your case.

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For most standard situations you can complete the Special Resolution of Partners to Wind up an LLP yourself using the guided questionnaire. For high-value, unusual or high-risk matters, it is sensible to have a qualified lawyer review the finished document.

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Document preview

SPECIAL RESOLUTION FOR STRIKING OFF / WINDING UP OF LIMITED LIABILITY PARTNERSHIP

(Passed pursuant to the Limited Liability Partnership Act, 2008 and the Limited Liability Partnership Rules, 2009)


CERTIFIED TRUE COPY OF THE SPECIAL RESOLUTION PASSED BY THE PARTNERS / DESIGNATED PARTNERS OF ________, a Limited Liability Partnership incorporated under the Limited Liability Partnership Act, 2008, bearing Limited Liability Partnership Identification Number (LLPIN) ________ (hereinafter referred to as the "LLP"), at the meeting of partners duly convened and held on ________ at ________, at the registered office of the LLP situated at ________.

§ 1. Cessation of Business / Non-Commencement

RESOLVED THAT it be and is hereby recorded that the LLP ________ (i.e. has ceased to carry on commercial activity / operation for a period of not less than one year immediately preceding the date of this resolution, or has not commenced business since its incorporation), and that the LLP has no assets and no liabilities outstanding as on ________.

§ 2. Approval for Striking Off

RESOLVED THAT pursuant to Section 75 of the Limited Liability Partnership Act, 2008 read with Rule 37(1)(b) of the Limited Liability Partnership Rules, 2009 (as amended), the consent of the partners be and is hereby accorded to make an application in Form 24 to the Registrar of Companies / Registrar of LLP, ________, for striking off the name of the LLP from the Register of Limited Liability Partnerships and for declaring the LLP as dissolved.

§ 3. Consent of Partners

RESOLVED FURTHER THAT this resolution has been duly approved and supported by ________% of the total partners of the LLP, being not less than the requisite consent of partners required under the said Act and Rules for striking off the name of the LLP from the Register.

§ 4. Closure of Bank Accounts

RESOLVED FURTHER THAT all bank account(s) maintained in the name of the LLP, including Account No. ________ maintained with ________, be and are hereby authorised to be closed, and the designated partners be and are hereby authorised to obtain the requisite closure statement / certificate from the said bank for the purpose of the application.

§ 5. Authorisation to Designated Partners

RESOLVED FURTHER THAT ________, Designated Partner(s) of the LLP, be and are hereby severally and/or jointly authorised to make the necessary application in Form 24, to prepare, sign, execute and submit the statement of accounts, affidavits, indemnity bonds, declarations and all other documents required for the purpose, to make any consequential corrections therein, and to do all such acts, deeds and things as may be necessary or incidental to give effect to this resolution.

§ 6. Filing of Certified Copy


FOR AND ON BEHALF OF ________

DESIGNATED PARTNERS


_______________________

________

(Designated Partner)

DPIN: ________

Address: ________


_______________________

________

(Designated Partner)

DPIN: ________

Address: ________


PARTNERS

The following partners have signed and passed this resolution:


_______________________

________, PAN No: ________


_______________________

________, PAN No: ________


Place: ________

Date: ________

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