Problems & solutions · Name, office and conversion
LLP name, office and conversion problems and how to fix them
Structural changes need the right form, the right order and the right timing. These are the problems partners face when changing an LLP's name or office, or converting a partnership firm or company into an LLP.
9 problems solvedFor LLP partners, CAs, CSs and accountantsLast reviewed: 5 October 2026
The LLP has moved, but MCA still shows the old address.
Why it happens
Form 15 must be filed within 30 days of the partners' approval of the change, and the new address legally takes effect only when Form 15 is filed.
A move to another state needs extra steps before filing: the partners' consent, the consent of all secured creditors, and a public notice in an English daily and a local-language daily at least 21 days before Form 15 is filed.
How to fix it
Within the same state: pass the partners' resolution, collect the new address proof and NOC, and file Form 15 within 30 days.
To another state: get the partners' and secured creditors' consent, publish the newspaper notice at least 21 days before filing, then file Form 15 within 30 days.
Update the LLP agreement if it names the office, and then GST, the bank and the name board.
Avoid it next time
File Form 15 before letterheads and GST are changed, so every record agrees.
You want the firm's business, assets and contracts moved into an LLP.
Why it happens
A registered partnership firm converts through Form 17 together with incorporation. All partners of the firm, and no one else, must become partners of the LLP.
How to fix it
Make sure the firm is registered and all partners agree.
File Form 17 with FiLLiP, with the firm's statement of assets and liabilities and the other attachments the form asks for, including any consents it requires.
After conversion, inform the Registrar of Firms (Form 14) and move PAN-based registrations such as GST and the bank to the LLP.
Avoid it next time
Plan the tax position and the GST switchover before filing.
The company wants lighter compliance, and you are checking whether conversion is possible.
Why it happens
A private company can convert through Form 18 only if all its shareholders, and no one else, become the LLP's partners and no security interest (charge) on its assets is outstanding when it applies. A charge must be satisfied and closed on the MCA record first.
Tax neutrality on conversion depends on conditions in income-tax law, including turnover, asset and shareholding conditions.
How to fix it
Check the conditions, including pending annual filings of the company.
Satisfy every charge and record the satisfaction, get creditor consents, and file Form 18 along with FiLLiP.
Check the tax conditions before you file. Breaching them later can withdraw the tax benefit.
Avoid it next time
Bring the company's filings up to date and get tax advice before applying.
A newly registered LLP or company uses a name close to your LLP's name or trademark.
Why it happens
Names can sometimes be registered that too nearly resemble an existing name.
How to fix it
Apply to the Regional Director in Form 23 for a direction that the other LLP change its name. A registered trademark owner must apply within three years of the other LLP's incorporation or change of name, so apply as soon as you notice the clash.
Attach evidence of your earlier registration and any trademark. If the other LLP does not change its name within three months of the direction, the law gives it a new name automatically.
Avoid it next time
Register your brand as a trademark, and watch new registrations.
Law: Section 17, LLP Act 2008 (as substituted in 2021); Rules 19 and 19A, LLP Rules 2009Form 23 guide →#
Partners & professionals
The LLP agreement was signed on insufficient stamp paper
What you see
The bank or a lawyer says the LLP agreement is under-stamped.
Why it happens
Stamp duty depends on the state and the contribution. An under-stamped agreement is not admissible as evidence until the duty and penalty are paid.
How to fix it
Calculate the correct duty for the state and contribution.
Get the agreement adjudicated and pay the deficit duty (and any penalty) with the stamp authority, or execute a fresh agreement on correct stamp paper and refile Form 3.
Stuck on one of these right now? Send us the SRN, the notice or a screenshot of the error. We will tell you the fix and the deadline, and file it for you if you want.
