EVERY BUSINESS BEGINS WITH A PURPOSE BUT NOT EVERY BUSINESS IS MEANT TO LAST FOREVER. MANY LLP’s ARE FORMED FOR SPECIFIC PURPOSES, FAMILY VENTURES, OR SHORT TERM COLLABROATION AND ONCE THE PURPOSE IS FULFILED, KEEPING THEN LEGALLY ACTIVE ONLY ADDS UNECESSARY BURDEN AND COST INCREASES. TO ADDRESS THIS INDIAN LAW PROVIDES A SIMPLE EXIST ROUTE KNOWN AS VOLUNTARY STRIKE OFF OF AN LLP WHICH ALLOWS LLP TO FORMALLY CLOSE THEIR OPERATIONS AND REMOVE THEIR NAME FROM THE REGISTER OF MINISTRY OF CORPORATE AFFAIRS IN A LAWFUL AND TRANSPARENT MANNER.
Let’s Travel over the process of voluntary strike off for Limited Liability partnership (LLP’s). Discover the process, pre-requisites, documents and compliance. Glance upon the latest changes, graphical trends and notification in this regard.
VOLUNTARY STRIKE OFF – It is a legal process by which the partners of limited liability partnership themselves apply to the registrar of companies (ROC) to remove the LLPs has stopped doing the business or no longer wishes to the continue the business.
–“No business, no liabilities, no future plans — let’s shut this properly.”
PRE REQUISITE FOR VOLUNTARY STRIKE OFF OF AN LLP-
| Step / Requirement | Description |
| Consent of All Partners | All partners of the LLP must agree to apply for voluntary strike-off and pass a resolution. |
| Cessation of Business | The LLP must have ceased carrying on any business or commercial activity. |
| No Liabilities | The LLP should not have any outstanding liabilities, debts, or obligations to creditors. |
| Settlement of Assets | All assets of the LLP must be disposed of or distributed among partners before filing the application. |
| Closure of Bank Accounts | All bank accounts of the LLP must be closed and proof of closure should be available. |
| Affidavit by Partners | Each partner must submit an affidavit confirming that the LLP has no liabilities and is not carrying on any business. |
| Indemnity Bonds | Partners must give an indemnity to protect against any future claim that may arise after strike-off. |
LATEST CHANGES ABOUT VOLUNTARY STRIKE OFF –
As of August 27, 2024, the Ministry of Corporate Affairs (MCA) has centralized the voluntary strike-off process for LLPs by routing all e-Form 24 applications through the for Center Processing Accelerated Corporate Exit (C-PACE). This shift, aimed at speeding up closures, replaces state-level Registrar of Companies (ROC) processing with a faster, uniform, and technology-driven system, typically reducing approval times to between 70-90 days.
Documents Required
- Form 24 – the main application for striking off
- Statement for assets and liabilities- certified by CA
- Resolution – a copy of the resolution or consent letter by all the partners
- Income tax return – Acknowledgement of latest ITR
- Proof of closure of bank accounts.
- Indemnity bonds – Executed by partners to indemnify against any future liabilities.
- Initial LLP Agreement– a copy of agreement and any amendment.
- GST surrender
- licenses if any, is required to surrender
PROCEDURE FOR VOLUNTARY STRIKE OFF AN LLP-
Step 1 – Cessation of Business
The LLP must stop all business activities and ensure that no transactions are carried out.
Step 2 – Settlement of Liabilities
All liabilities such as loans, creditors, and statutory dues must be cleared.
Step 3 – Closure of Bank Accounts
All bank accounts of the LLP must be closed and a closure certificate should be obtained.
Step 4 – Filing of Pending Returns
The LLP must file all pending statutory returns including:
Form 8 Statement of Accounts
Form 11 Annual Return
Step 5 – Preparation of Statement of Accounts
A Chartered Accountant must certify that the LLP has nil assets and nil liabilities.
Step 6 – Filing of Form 24
Form 24 is filed with the Registrar along with supporting documents.
Step 7 – Verification by ROC
The Registrar examines the application and documents.
Step 8 – Publication in Official Gazette
If satisfied, the Registrar strikes off the name and publishes it in the Official Gazette.
LATEST NOTIFICATIONS
- Rule 37 of the LLP Rules, 2009 permits an LLP to voluntary apply for removal of its name from the register if it has discontinued business operations. Even where the LLP has defaulted in filing annual compliance, it may proceed with voluntary strike off subject to filing the requisite overdue returns up to the year of cessation of business and filing of other statutory requirements.
- 8,648 firms opt to strike off names from Registrar of Companies list by July 2025-The Union Ministry of Corporate Affairs has removed 8,648 companies from the Registrar of Companies list by July 2025, following voluntary deregistration requests under Section 248(2) of the Companies Act, 2013. This move is part of efforts to streamline business operations and includes firms from Maharashtra, Delhi, and other states, facilitated by the Centre for Processing Accelerated Corporate Exit (C-PACE). SOURCE – Fortuneindia.
Case Study:
Background:
M/s Silverline Consultancy LLP was incorporated in 2019 to provide management consultancy services. Due to lack of clients and funding, the LLP never commenced business and remained inactive for over two years.
Issue:
The partners realized that continuing the LLP would lead to unnecessary compliance costs and penalties for non-filing of returns.
Action Taken:
The partners mutually decided to close the LLP.
- They closed the LLP’s bank account
- Filed all pending Forms 8 and 11
- Prepared a Statement of Accounts showing nil assets and liabilities
- Executed affidavits and indemnity bonds
- Filed Form 24 with the Registrar of Companies
Result: After verification, the ROC struck off the LLP’s name and published it in the Official Gazette. The LLP was legally dissolved without undergoing a lengthy winding-up process.
Voluntary strike off trends over the years
1. Between May 2023 and July 2025, over 8,368 LLPs were struck off via this centralized mechanism.
2. Modest Decline in FY26: For the period between April and October 2025 (FY26), the voluntary closure of LLPs witnessed a drop compared to the previous year, with 3,758 LLPs being removed against 4,556 in the same period a year earlier.
3. Reduced Timelines: The time taken to voluntarily strike off an LLP dropped from over two years to less than two months due to centralized processing.
4. High Registration-to-Closure Ratio: Despite the high volume of closures, the overall trend shows a rise in both registrations and closures, indicating a cleaner corporate registry, with new incorporations (51,461 in April-Oct 2025)
CONCLUSION – Voluntary strike off on an LLP is a practical and cost-effective process for the organization which is inactive, non operational and no longer aligned with the partners objectives. When a business is carried out in the compliance with the provision of limited liability partnership, 2008 and rules thereunder in enables the partners to formally close the entity while avoiding unnecessary compliance burdens and penalties. However, the process requires careful evaluation of pre-requisites such as settlement of liabilities, closure of bank accounts and timely filing of statutory compliances.
For further guidance or expert assistance on LLP compliance and voluntary strike off, feel free to reach out Monika Malhotra and associates.
EMAIL- Csmonikamalhotra26@gmail.com Contact No- +91-9599561517
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