LLP Closure

LLP Strike Off Affidavit Format (Form 24)

Ahmedabad, Gujarat

To close an LLP by strike off, you file Form 24 with the Registrar. One of its attachments is an affidavit signed by the designated partners. Below is a sample you can adapt. Print it on non-judicial stamp paper of the value required in your state and have it notarised.

AFFIDAVIT
(To be attached to Form 24 for striking off the name of the LLP)

We, (1) [Name], son/daughter of [Father's name], residing at [address], holding DIN [number], and (2) [Name], son/daughter of [Father's name], residing at [address], holding DIN [number], designated partners of [Name of LLP] LLP (LLPIN [number]), having its registered office at [address], do hereby solemnly affirm and state as follows:

  1. That the LLP has not been carrying on any business or operation since [date] (or: has not commenced business since its incorporation on [date]).
  2. (Only if the LLP never carried on business) That the LLP has not filed any income-tax return since its incorporation.
  3. That the LLP has no assets and no liabilities, as shown in the statement of accounts made up to [date] and certified by a chartered accountant.
  4. That the LLP has filed its statement of account and solvency (Form 8) and annual return (Form 11) up to the end of the financial year in which it ceased to carry on business.
  5. That the LLP has not opened any bank account (or: that all bank accounts of the LLP have been closed, and the bank's certificate or statement of closure is attached).
  6. That no proceedings or inquiry under the Limited Liability Partnership Act, 2008 or any other law are pending against the LLP, to the best of our knowledge.
  7. That the application for striking off is made with the consent of all the partners of the LLP and not with the object of evading any liability or defrauding any creditor.
  8. That the LLP has no liabilities, and we undertake to indemnify any liability that may arise even after the name of the LLP is struck off the Register.

Verified at [place] on [date] that the contents of this affidavit are true and correct to the best of our knowledge and belief, and nothing material has been concealed.

[Signature]
Designated Partner 1 (DIN)

[Signature]
Designated Partner 2 (DIN)

This is a sample. Rule 37(1A) of the LLP Rules, 2009 requires the affidavit to cover four points: when the LLP stopped business (or that it never started), that it has no liabilities and the partners will indemnify any liability that arises after strike off, that its bank account was never opened or has been closed, and, if it never did business, that it has not filed any income-tax return. Check the current Form 24 on the MCA portal for any other declaration it asks for, and remove any statement that is not true for your LLP. Do not sign it if the LLP still has assets or liabilities.

Other attachments to Form 24

  • Consent of all the partners to the strike off.
  • Statement of accounts showing nil assets and nil liabilities, certified by a practising chartered accountant, made up to a date within 30 days before filing.
  • Acknowledgement of the latest income-tax return, if the LLP carried on business and filed one.
  • The bank's certificate or statement showing that the LLP's bank account(s) are closed.
  • Copy of the initial LLP agreement and any changes, if the LLP never commenced business and the agreement was not filed.
  • Any other attachment the current Form 24 asks for.

Before you file

  • File every overdue Form 8 and Form 11 up to the end of the financial year in which the LLP stopped business.
  • Close the bank account and settle every liability.
  • Cancel GST registration if the LLP has one.

Since 27 August 2024, Form 24 applications are processed centrally by the Centre for Processing Accelerated Corporate Exit (C-PACE). If the application is sent back, see LLP closure problems and fixes, or read the full LLP closure process and the Form 24 guide.

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.

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