Change of LLP Name

Changing the name of a Limited Liability Partnership (LLP) is a common occurrence, driven by various factors such as rebranding, business expansion, or changes in ownership. This process is governed by the provisions of the Limited Liability Partnership Act, 2008.

Here’s a streamlined overview of the typical steps involved in changing an LLP’s name:

Partner Resolution: The partners of the LLP must pass a resolution signifying their consent to the proposed name change. This resolution formally authorizes the change and often designates a partner to handle the necessary filings.

Name Availability Check & Reservation (RUN-LLP Form): Before proceeding, the proposed new name must be checked for availability on the Ministry of Corporate Affairs (MCA) portal to ensure it is unique and not already registered or too similar to existing entities or trademarks. Once a suitable name is identified, it is reserved by filing the RUN-LLP (Reserve Unique Name – Limited Liability Partnership) web service with the Registrar of Companies (ROC). The approved name is typically reserved for 90 days.

Filing of Notice of Change (LLP Form 5): Within the validity period of the reserved name (usually 30 days from approval), the LLP must file LLP Form 5 (Notice for change of name) with the ROC. This form officially intimates the ROC about the name change.

Issuance of New Certificate of Incorporation: Upon satisfaction and approval of the submitted documents, the ROC will issue a new Certificate of Incorporation reflecting the LLP’s new name. The name change officially becomes effective from the date specified in this certificate.

Updating the LLP Agreement (LLP Form 3): After receiving the new Certificate of Incorporation, the LLP must execute a supplementary LLP agreement incorporating the new name. This updated agreement is then filed with the ROC using LLP Form 3.

Updating Business Registrations: The LLP must subsequently update its new name across all its existing business registrations, including Permanent Account Number (PAN), Tax Deduction and Collection Account Number (TAN), Goods and Services Tax (GST) registration, bank accounts, and any other licenses or permits.

Notifying Stakeholders: Finally, it’s essential for the LLP to notify all relevant stakeholders, such as customers, suppliers, and other business associates, about the name change to ensure smooth business operations and avoid confusion. This may involve updating websites, stationery, and other communication materials.