Question 4 (c)

Steps in the incorporation of an LLP

9 marks

Time to write
About 18 minutes
Topic
LLP: incorporation, registration, name, office
Notes
Crux notes

Question

Question 4 (c) · 9 marks

Under the LLP Act, 2008, what steps does the incorporation of an LLP involve? Explain.

Reworded from the university paper; the task is the same. The original paper belongs to the University of Delhi. See DU's question bank.

Before you write

Read off the question and its marks

18 minfor 9 marks

Read from the question

  • ExplainA statement to explain: say what it means first, then build the answer around it.

Write it in this order

  1. Read; underline the asks; jot your points 1 min
  2. 1 Incorporation document: subscription, contents, filing 4½ marks 8 min
  3. 2 Statement of compliance 1½ marks 3 min
  4. 3 Registration and certificate 3 marks 5 min
  5. Check: every ask answered, key terms underlined 1 min

Short on time? Trim steps 1–3 evenly rather than skip one: each is capped at its own marks.

Try it first. About 18 minutes for 9 marks. Write it out, then open the solution.

Solution

Hover or tap a marked figure, like 72,000, to see how it is made and where else it appears.

Registration process under the Limited Liability Partnership Act, 2008:

Picture itSteps in the incorporation of an LLP

1The partners and their chartered accountant sign the incorporation papers together.

Statement of complianceMade by an advocate, company secretary, chartered accountant or cost accountant engaged in the formation.

2The bundle and the fee cross the Registrar's counter.

Filing with the RegistrarThe document is filed, with the prescribed fee, with the Registrar of the State in which the registered office is to be situated.

3The two walk out holding the certificate with the LLP's name on it.

Registration and certificateRegisters it and gives a certificate that the LLP is incorporated by the name specified.

  1. Subscription of the incorporation document (s. 11(1)(a)). “Two or more persons associated for carrying on a lawful business with a view to profit” subscribe their names to an incorporation document.
  2. Contents of the incorporation document (s. 11(2)). It must be in the prescribed form and state the name of the LLP, its proposed business, the address of its registered office, the names and addresses of the persons who are to be partners and designated partners on incorporation, and other prescribed information.
  3. Filing with the Registrar (s. 11(1)(b)). The document is filed, with the prescribed fee, with the Registrar of the State in which the registered office is to be situated.
  4. Statement of compliance (s. 11(1)(c)). A statement in the prescribed form, made by an advocate, company secretary, chartered accountant or cost accountant engaged in the formation, and by one of the subscribers, that all requirements of the Act and rules have been complied with. A person making a statement he knows to be false or does not believe true is punishable with imprisonment up to two years and fine of ₹10,000 to ₹5 lakh.
  5. Registration and certificate (s. 12). On compliance, the Registrar retains the document and, within 14 days, registers it and gives a certificate that the LLP is incorporated by the name specified. The Registrar may accept the statement of compliance as sufficient evidence that the subscription requirement of section 11(1)(a) has been met.

The name must end with "limited liability partnership" or "LLP" and must not be undesirable or too similar to an existing name (s. 15); a name may be reserved in advance (s. 16). On registration the LLP becomes a body corporate, able to sue and be sued, own property and have a common seal (s. 14).

Where the 9 marks sit

#ComponentMarks
1Incorporation document: subscription, contents, filing4.5
2Statement of compliance1.5
3Registration and certificate3
Total9
Keyboard: ← → previous and next question, / search

Report a problemopens an email to admin@getkunji.com with the question ID7358-Q4calready filled in.