Applicability of Section 460 of the Companies Act to LLP under section 67 of LLP Act, 2008

Government directs that provisions of section 460 of the Companies Act, 2013 (Condonation of Delay by Central Government in certain cases) shall apply to a limited liability partnership from the date of publication of this notification in the official Gazette i.e., 30th January, 2020.

The notification states:

In exercise of the powers conferred by Sub-section (1) of Section 67 of the Limited Liability Partnership Act, 2008, the central Government hereby directs that the provisions of section 460 of the Companies Act, 2013 shall apply to a limited liability partnership from the date of publication of this notification in the official Gazette.

Read-Section 460 of Companies Act 2013 made applicable to LLP

Section 67 of Limited Liability Partnership Act, 2008 states-

(1) The Central Government may, by notification in the Official Gazette, direct that any of the provisions of the Companies Act, 1956 (1 of 1956) specified in the notification-

a) shall apply to any limited liability partnership; or

b) shall apply to any limited liability partnership with such exception, modification and adaptation, as may be specified, in the notification.

(2) A copy of every notification proposed to be issued under sub-section (1) shall be laid in draft before each House of Parliament, while it is in session, for a total period of thirty days which may be comprised in one session or in two or more successive sessions, and if, before the expiry of the session immediately following the session or the successive sessions aforesaid, both Houses agree in disapproving the issue of the notification or both Houses agree in making any modification in the notification, the notification shall not be issued or, as the case may be, shall be issued only in such modified form as may be agreed upon by both the Houses.

As we are aware that LLP Act requires LLPs to file Annual Documents on MCA Portal and other event based intimations to ROC within prescribe time limit. These documents may include:

  • For the purposes of sub-section (3) of section 34 every LLP shall file the Statement of Account and Solvency in Form 8 with the Registrar, within a period of 30 days from the end of 6 months of the financial year to which the Statement of Account and Solvency relates.
  • Every LLP shall file an annual return with the ROC within 60 days of closure of its financial year in FORM-11 and accompanied by such fees as may be prescribed [Section 35].
  • Information with regard to LLP agreement and changes, if any, made therein in Form 3

> Within 30 days of the date of incorporation filed with ROC.

> In case of any change in agreement in future then again Form 3 is to be filed within 30 days of such change filed with ROC.

  • Notice of appointment, cessation, change in name/ address/designation of a designated partner or partner and consent to become a partner/designated partner shall be filed with ROC in Form 4 within 30 days of appointment / cessation, as the case may be.
  • Notice for change of name of LLP under Section 19 read with Rule 20(2) shall be filed with ROC in Form 5 within 30 days from obtaining the consent from all the partners.
  • Notice for change of place of registered office of LLP under Section 13 read with rule 17, shall be filed with the ROC in Form 15 within 30 days from taking the consent from all the partners or as per agreement.

So, Section 460 deals with Con-donation of delay in certain cases-

Notwithstanding anything contained in this Act—

a) where any application required to be made to the Central Government under any provision of this Act in respect of any matter is not made within the time specified therein, that Government may, for reasons to be recorded in writing, condone the delay; and

b) where any document required to be filed with the Registrar under any provision of this Act is not filed within the time specified therein, the Central Government may, for reasons to be recorded in writing, condone the delay.

Now the LLPS have to condone the delay in filing the forms under as per the procedure mentioned in section 460 of the Act read with Rule. It is, therefore, being viewed that in respect of delay in filings under any section, the LLPs will have to obtain condonation of delay under Section 460 and is not eligible for immunity from prosecution/penal action for any delay if condonation is not obtained.”

Procastination in filing eForms will surely be a thief of time and money. Therefore, the LLPs will now have to take to strive for timely filing else the same would not only invite additional fees but also condonation of delay.

Author Bio

Qualification: CS
Company: Kemwell Biopharma
Location: Bengaluru, Karnataka, IN
Member Since: 04 Feb 2020 | Total Posts: 1

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January 2021