Amendment To Limited Liability Partnership Rules, 2009

With effect from October 27, 2023, the Limited Liability Partnership Rules, 2009 were amended to provide additional disclosure compliances for Limited Liability Partnerships ("LLPs"), as follows:

Register of Partners: Every LLP must maintain a register of partners as specified in Form 4A. Existing LLPs must comply with this rule within 30 (thirty) days (i.e., by November 26, 2023). The register of partners must contain:

1. details of the partners;
2. details of the appointment and cessation of partners;
3. details about the partners' amount and nature of contribution to the LLP (i.e., whether any tangible, intangible, movable, immovable or other benefits to the LLP, including money, promissory notes, other agreements to contribute cash or property, and contracts for services performed or to be performed with monetary value); and
4. details of any other interest, if any.

Changes in details in the register of partners: Any change in any of the above details needs to be reflected in the register within 7 (seven) days of such change being affected.

Beneficial interest:

1. Any partner whose name is included in the register of partners but does not hold any beneficial interest in the LLP must declare the same under Form 4B within 30 (thirty) days from when his name is entered in this register.
2. A declaration must also be made under Form 4C by any person who holds or acquires any beneficial interest in the LLP, but such person's name is not included in register of partners, within 30 (thirty) days of acquiring such interest.
3. Any change in the beneficial interest of the partner in question as mentioned above, whether registered or not, must be declared to the LLP by filing the above forms within 30 (thirty) days from such change being affected.
4. The LLP must further, record such declarations in the register of partners and must also file Form 4D with the Registrar of Companies ("RoC") within 30 (thirty) days of receiving a declaration under Form 4B / Form 4C from a partner.
5. The LLP is required to specify a designated partner who shall be responsible for providing and furnishing information with respect to beneficial interest in contribution in the LLP to the RoC. Till no such designated partner has been appointed by the LLP, every partner of the LLP would be responsible to furnish such information.

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