Partner Changes

LLP Partner Resignation Letter Format

Ahmedabad, Gujarat

A partner leaves an LLP by giving written notice to the other partners. Below is a resignation letter format for a partner or designated partner, followed by the steps the LLP must complete with MCA.

To,
The Partners,
[Name of LLP] LLP
[Registered office address]

Date: [ ]

Subject: Notice of resignation as [partner / designated partner]

Dear Partners,

I, [Name], holding DIN [number], hereby give notice of my resignation as [partner and designated partner / partner] of [Name of LLP] LLP (LLPIN [number]). This notice is given under the LLP agreement and section 24 of the Limited Liability Partnership Act, 2008. My resignation shall take effect from [date, at least 30 days after this notice unless the LLP agreement provides otherwise].

I request the LLP to settle my capital contribution and share of profits as provided in the LLP agreement, and to file the notice of cessation with the Registrar within the time allowed.

Thank you.

[Signature]
[Name]
[Address]

Send it by a method that gives proof of delivery, such as email from your registered email plus registered post, and keep a copy.

What the LLP must do next

  1. Pass a partners' resolution noting the resignation and its effective date, and, if needed, appointing a replacement designated partner.
  2. File Form 4 with the Registrar within 30 days of the cessation.
  3. Execute a supplementary LLP agreement and file Form 3 within 30 days if contribution, profit sharing or other terms change.
  4. Keep the minimums: at least two partners and two designated partners. If the resignation leaves fewer than two designated partners, appoint a new one within 30 days. While the LLP has only one designated partner (or none), every partner is treated as a designated partner.

If the LLP does not file Form 4

If you have reason to believe the LLP will not file the notice of your cessation, you can file it with the Registrar yourself. The Registrar asks the LLP to confirm, and registers your notice if the LLP does not respond within 15 days. Until the change is recorded, you may remain liable to third parties who deal with the LLP without notice of your exit.

Your DIN stays with you after resignation, and DIR-3 KYC remains due on its three-year cycle. See the resignation resolution template, the partner change procedure and partner change problems.

Starting a new LLP? We handle LLP registration in Ahmedabad and LLP registration anywhere in Gujarat, fully online on the MCA portal. Start with the documents required for LLP registration.

Last Note

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