Condonation of delay in filing of Form 3, Form 4, and Form 11 under Section 67 of the Limited Liability Partnership (LLP) Act, 2008
Ministry of Corporate Affairs with effect from 8th March 2022 migrated LLP forms from the V2 version to the V3 version. This journey of migration has given a lot of difficulties to all stakeholders, mainly professionals and entrepreneurs to comply with applicable provisions of LLP Act, 2008 and the rules thereof. Professionals were not able to file form 3 and form 4 for change in LLP agreement, Partner and change in their contribution, form 8 Statement of Account & Solvency and form 11 of Annual Return within due date. Many forms are still yet to be filed due to the wrong filling of data.
In view of the above, the one-time relaxation in additional fees granted by the Ministry of Corporate Affairs (MCA) with Circular no. 08/2023 dated 23/08/2023 to those LLPs who could not file form 3, form 4 and form 11 within their due dates.
With the above relaxation, LLPs can file form 3 and form 4 for event dates after 01/01/2021 with no additional fees and event dates before 01/01/2021 with additional fees of 2 times & 4 times of normal fees for *small LLPs and other than Small LLPs respectively.
Further LLPs can file form 11 for financial years 2021-2022 and 2022-2023 with no additional fees and form 11 for previous years of 2021-2022 with additional fees of 2 times & 4 times of normal fees for small LLPs and other than Small LLPs respectively.
Further points to be noted of salient features:
1. Form 3 and Form 4 would be processed under Straight Through Process mode for all purposes except change in the main object of business.
2. Form 3 and Form 4 shall be filed in a sequential manner of accordingly Master Data would be updated.
3. These forms shall be available for filing from 01.09.2023 onwards till 30.11.2023 (both dates inclusive).
4. The LLP availing scheme shall not be liable for any action for delayed filing of form 3, form 4 and form 11.
5. The onus of filing correct data would be on the stakeholders. In case of misrepresentation, the designated partner and professional certifying the form may be liable for adverse action as per the provision of the law.
*Small LLPs: As on reporting dates Contribution of which does not exceed Rs. 25,00,000 /- and Turnover of which does not exceed Rs. 40,00,000 /-.
MCA further issued FAQs on Condonation of delay in filing of Form-3, Form-4 and Form-11:
Some of the questions from FAQs are as follows
Q.1 Can I file Form-3 LLP with same event date again?
Ans. Yes. Form 3 LLP can be filed with same event date again to correct the Master data, if required [applicable for Change in agreement].
Q.2 How to proceed, if prefilled master data is incorrect in case of change in agreement?
Ans. Stakeholders are required to delete the incorrect record and add a new record with the correct details. In case any record is missing, same needs to be added with the Addition option in field no. 19 of LLP Form-3 with the same event date.
Q.3 Is there any sequence to be followed while filing LLP Form-11?
Ans. Yes. Form-11 LLP needs to be filed in a sequential manner based on the Financial Year end date.
Q.4 What are the major enhancements for LLP Form-3 during the relaxation period?
Ans. During the relaxation period, LLP Form-3 will have a functionality to appoint/Cessate the same Designated Partner/Partner with same event date in one form only. However, after the expiry of the relaxation period, this facility shall not be available to the stakeholders.
Q.6 What are the major enhancements done in Form 11?
|Field no. 6(a) and 6(b)||Value to be populated from current master and prefilled from field no. 9.|
|Field no. 6(c) and 6(d)||Value to be populated from current master and prefilled from 7 and 8 excluding cessation records.|
|Field no. 7 and 8||Master data as on date to be prefilled and history changes to be prepopulated for the respective FY year and the same will be editable.|
|Field no. 7 and 8||Multiple roles to be allowed if already exists in the system.|
|Field no. 7 and 8||Add/delete row will be allowed.|
|Field no. 7 and 8||Valid DIN/PAN/Passport number will be checked.|
|Field. 9||Value to be populated from master and will be editable. Total should match with number of partners available in filed no. 7 and 8 excluding the partners for which cessation date is available.|
Conclusion: LLPs who have any pending forms can choose to opt to this one-time relaxation in additional fees granted by the Ministry of Corporate Affairs (MCA). With this LLPs can avoid additional fees and complete their compliance with low fees and they will also not be liable for any action for delayed filing of form 3, form 4 and form 11. Following stated tables of normal applicability of fees, Fee structure for LLPs who have opted for the Condonation of delay Scheme: and Fee structure for LLPs who have not opted to file pending forms in Condonation of Delay Scheme.
Normal Fees for filing of forms
|Contribution Amount (INR)||Normal Fee applicable (INR)|
|1.||Up to 1,00,000||50|
|2.||More than 1,00,000 up to 5,00,000||100|
|3.||More than 5,00,000 up to 10,00,000||150|
|4.||More than 10,00,000 up to 25,00,000||200|
|5.||More than 25,00,000 up to 100,00,000||400|
|6.||More than 100,00,000||600|
Fee structure for LLPs who have opted for the Condonation of Delay Scheme:
|Contribution Amount (INR)||Small LLPs (INR) (Additional Fees cum normal fees)||Other than Small LLPs (INR) (Additional Fees cum normal fees)|
|1.||Up to 1,00,000||150||250|
|2.||More than 1,00,000 up to 5,00,000||300||1500|
|3.||More than 5,00,000 up to 10,00,000||450||2250|
|4.||More than 10,00,000 up to 25,00,000||600||3000|
|5.||More than 25,00,000 up to 100,00,000||1200||6000|
|6.||More than 100,00,000||1800||9000|
Fee structure for LLPs who have not opted to file pending forms in the Condonation of Delay Scheme:
|Period of delay||Small LLPs (INR) (Additional Fees cum normal fees)||Other than Small LLPs (INR) (Additional Fees cum normal fees)|
|1.||Up to 15 days||1 times of normal filing fees||1 times of normal filing fees|
|2.||More than 15 days and up to 30 days||2 times of normal filing fees||2 times of normal filing fees|
|3.||More than 30 days and up to 60 days||4 times of normal filing fees||8 times of normal filing fees|
|4.||More than 60 days and up to 90 days||6 times of normal filing fees||12 times of normal filing fees|
|5.||More than 90 days and up to 180 days||10 times of normal filing fees||12 times of normal filing fees|
|6.||More than 180 days and up to 360 days||15 times of normal filing fees||30 times of normal filing fees|
|7.||Beyond 360 days||15 times of normal filing fees plus Rs.10 per day for every day delay beyond 360 days||30 times of normal filing fees plus Rs.20 per day for every day delay beyond 360 days|
Disclaimer: This article provides general information existing at the time of preparation and we take no responsibility to update it with the subsequent changes in the law. The article is intended as a news update and Affluence Advisory neither assumes nor accepts any responsibility for any loss arising to any person acting or refraining from acting as a result of any material contained in this article. It is recommended that professional advice be taken based on specific facts and circumstances. This article does not substitute the need to refer to the original pronouncement