Choosing and changing the name of an LLP

Name (s. 15). Every LLP must have either "limited liability partnership" or "LLP" as the final words of its name. No LLP may be registered by a name which, in the Central Government's opinion, is undesirable, or is identical with or too nearly resembles that of any other LLP, a company or a registered trade mark.

Reservation (s. 16). A person may apply to the Registrar, in the prescribed form and with the prescribed fee, to reserve a name for a proposed LLP or a name to which an LLP proposes to change its name; if satisfied that the name is not open to rejection under section 15(2), the Registrar reserves it for three months from the date of intimation.

Rectification of name (s. 17). If, through inadvertence or otherwise, an LLP is registered, on its first registration or on registration by a new name, by a name identical with or too nearly resembling that of another LLP, a company or a registered trade mark, the Central Government may, on the application of that LLP, company or trade-mark proprietor, direct the LLP to change its name or new name within three months of the direction.

Voluntary change of name (s. 19). An LLP may change its registered name by filing with the Registrar a notice of the change, in the prescribed form and manner and with the prescribed fee.

Procedure (rule 20 of the LLP Rules, 2009). The LLP changes its name by the procedure in its LLP agreement or, where the agreement provides none, with the consent of all partners; it gives notice of the change to the Registrar in Form 5, with the fee, within 30 days; and the Registrar, on being satisfied that the new name is the one he reserved, issues a fresh certificate of incorporation in the new name, the change taking effect from the date of that certificate.

Conclusion. An LLP chooses a name ending in "LLP" that is neither undesirable nor confusingly similar to an existing name, may reserve it in advance for three months, and may be directed to change it if it was registered by a confusing name; a voluntary change takes effect from the fresh certificate the Registrar issues under rule 20.