(LLP Act, 2008)

A. Introduction:

Any Limited Liability Partnership (LLP) registered under the act Limited Liability Partnership Act, 2008 may change its name any time during its active status with the approval of register.

B. The circumstance under which LLP could change its name:

Section of LLP Act, 2008 Circumstance
17 The directions from Central Government (CG)
18 The direction was given by any other LLP to the register to change the name of LLP.
19 An LLP can change its name on its own

C. Procedure for change in name:

1) Name Approval:

i. Decide a name & check it’s availability,

ii. If the name is available then apply in Form 1* in the manner and along with the fees prescribed to the register for reservation of the name,

iii. If the register is satisfied, that the name to be reserved is not one which may be rejected on any ground referred to in subsection 15 (2)**, then he shall reserve the name for the period of three months from the date of intimation by the register.

Documents to be attached with Form 1:

        • Board Resolution
        • NOC, if the same is registered under Trademark
        • Trademark Certificate if the name is registered in the name of LLP / Partners
        • Certified copy of consents from partners to apply for a new name
        • Authorization to a partner to file the E-Form 1

♦♦ Section 15(2):No limited liability partnership shall be registered by a name which, in the opinion of the Central Government is

        • Undesirable; or
        • identical or too nearly resembles that of any other partnership firm or limited liability partnership or body corporate or a registered trademark, or a trademark which is subject of an application for registration, of any other person under the Trade Marks Act, 1999 (47 of 1999).

2) Notice related to change in Name:

i. Availing the name approval, LLP has to file e-form – 5 providing the reason for the change in name with ROC together with an attachment of notice of change in name & consent of partners within a period of 30 days from availing such approval.

ii. If the registrar is satisfied, he shall present a fresh certificate of incorporation for the new name, the changed name will be effective from the date as indicated in the certificate given by ROC.

3) Draft an agreement:

i. After availing the certificate of incorporation, LLP has to draft an agreement to update in the new name, and such agreement has to be filed with the ROC within 30 days of execution.

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