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Company Closure · Step 2 of 3

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2LLP Strike Off›
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Company Law & MCA Compliance

LLP Strike Off — Form 24

LLP Strike Off

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Regulatory Framework

Section 75 of the Limited Liability Partnership Act, 2008, read with Rule 37 of the LLP Rules, 2009 (as amended in 2017), governs striking off an LLP's name from the Register maintained by the Registrar of Companies. An LLP may apply for voluntary strike-off using Form 24, accompanied by a statement of the partners confirming the LLP has not commenced business, or has ceased to carry on business, consent of all partners, an affidavit that the LLP has no liabilities (or that liabilities have been fully discharged), a copy of the latest Income Tax return (where filed), a statement of accounts not older than 30 days from the date of application (certified by a chartered accountant, where the LLP had commenced business), and closure of the LLP's bank account.

Before applying, all overdue statutory returns — Form 8 (Statement of Account and Solvency) and Form 11 (Annual Return) — up to the end of the financial year in which the LLP ceased to carry on its business must generally be filed, or the relevant exemption conditions under Rule 37 satisfied. The Registrar, on being satisfied that the LLP is defunct, publishes a notice and, absent objections, strikes the name off the Register, following which the LLP stands dissolved. Rule 37(1A) also empowers the Registrar to strike off an LLP suo motu where it is not carrying on business or operations, subject to prior notice and a show-cause process.

Note: the operative subordinate legislation remains the LLP Rules, 2009, as amended in 2017 — not a standalone "LLP Rules, 2017."

Overview

LLP strike off is the removal of a defunct limited liability partnership's name from the register of LLPs under the Limited Liability Partnership Act 2008 and the rules — the application in Form 26 to the Registrar when the LLP has ceased to carry on business, has no assets or liabilities, and has no pending dues, after which the name is struck off and the LLP ceases to exist. The strike-off is the low-cost exit for the LLP that never really operated or has stopped operating, as against the formal dissolution with the winding up.

The strike-off is the clean exit for the dormant LLP. The LLP that stopped trading but was never closed remains on the register with the accumulating annual filings — the Form 8 and the Form 11 that were never filed, the penalties that accrue — and the strike-off is the way to end the entity without the full dissolution process. The eligibility is strict: no business activity, no assets or liabilities, no pending dues, and the consent of the partners.

The cost of the abandoned LLP is the compounding default: the annual filing penalties that accrue under the Act, the LLP that cannot be closed later without clearing the backlog, and the partners who carry the liability of the entity that was never formally ended.

This service is for LLPs that have ceased operations. We assess the eligibility for the strike-off under the Act, clear the pending filings and the defaults where needed, obtain the partners' consents, prepare and file the Form 26, and follow the application to the striking off so the defunct LLP's legal life ends without the accumulated compliance.

How It Works

  1. 1

    Eligibility Assessment

    We assess the LLP's eligibility for the strike-off under the Act.

    Harun Raaj & Associates does this3-5 days
  2. 2

    Default Clearance

    We clear the pending filings and the statutory defaults.

    Harun Raaj & Associates does this1-2 weeks
  3. 3

    Partner Consents & Affidavits

    We obtain the partners' consents and prepare the declarations.

    Harun Raaj & Associates does this1 week
  4. 4

    Form 26 Filing

    We prepare and file the Form 26 with the Registrar.

    Harun Raaj & Associates does this1 week
  5. 5

    Strike-Off Follow-Through

    We follow the application to the striking off of the name.

    Government2-8 weeks

Frequently Asked Questions

Which LLPs are eligible to apply for strike off under e-Form 24 and Rule 37 of the LLP Rules 2017?
Rule 37(1) of the Limited Liability Partnership Rules 2017 permits an LLP to apply for strike off if it has not commenced business since incorporation or has ceased to carry on business for at least two immediately preceding financial years. The LLP must have no outstanding liabilities — including pending income tax demands, GST dues, PF/ESIC arrears, or any pending litigation. The application is filed jointly by all designated partners in e-Form 24 accompanied by an affidavit and indemnity bond. An LLP that has received any consideration for goods or services, held any bank balance above ₹10,000, or has any pending prosecution under the LLP Act 2008, is not eligible for e-Form 24 and must instead opt for voluntary winding up under Section 64 of the LLP Act 2008.
What documents must be attached to e-Form 24 for an LLP strike-off application?
e-Form 24 requires the following mandatory attachments under Rule 37 of the LLP Rules 2017: a statement of accounts (prepared and certified by a Chartered Accountant and not older than 30 days from the date of application) disclosing nil assets and nil liabilities; an affidavit individually signed by all designated partners confirming that the LLP has not commenced or has ceased business, has no pending liabilities, and no pending litigation; an indemnity bond signed by all designated partners undertaking to indemnify any person in case a liability arises after strike off; and a copy of the Income Tax return acknowledgment (ITR-V) filed for all financial years if the LLP has had any transactions. All designated partners must affix their DSC (Digital Signature Certificate) on Form 24, and the form must be certified by a practising Company Secretary or CA.
What are the tax compliance steps an LLP must complete before filing e-Form 24?
Before filing e-Form 24, the LLP must file all pending Income Tax returns under Section 139 of the Income Tax Act 1961 (≡ §263/§349, IT Act 2025) for every assessment year since incorporation; if the LLP has had zero income, a NIL return must still be filed. GST registration (if obtained) must be cancelled under Section 29 of the CGST Act 2017 and a final return in Form GSTR-10 must be filed within 3 months of the cancellation order; an un-surrendered GST registration blocks ROC processing of e-Form 24. If TAN was obtained, a formal TAN surrender request must be submitted to the jurisdictional TDS Assessing Officer under Section 203A of the Income Tax Act 1961. The statement of accounts attached to e-Form 24 must show nil income and nil expenditure for the period(s) during which the LLP has claimed to be non-operational, failing which the Registrar may reject the application.
How long does the MCA take to process e-Form 24 and what happens after strike off is granted?
After e-Form 24 is filed and the Registrar of Companies accepts it, the Registrar issues a public notice calling for objections under Rule 37(3) of the LLP Rules 2017 in the Official Gazette and on the MCA21 website. If no objections are received within 30 days of the notice, the Registrar strikes off the LLP's name from the register and publishes the dissolution in the Official Gazette under Section 75 of the LLP Act 2008. The entire process typically takes 4-6 months from filing to final strike-off order. Once struck off, the LLP ceases to exist as a legal entity, but designated partners remain personally liable for any liability that surfaces post-strike-off for a period of 20 years under the indemnity bond, and any assets inadvertently held at the time of dissolution vest in the Central Government under Section 74 of the LLP Act 2008.
Can a struck-off LLP be revived and under what conditions?
Yes — under Section 75 of the Limited Liability Partnership Act 2008, the NCLT has the power to order restoration of a struck-off LLP to the register within 20 years from the date of dissolution, on an application made by any partner or creditor. The application must demonstrate that the LLP was carrying on business at the time of strike off, or that it was just and equitable to restore it. On restoration, the LLP is deemed to have continued in existence as if it had never been struck off, and the NCLT may impose such conditions as it thinks fit, including filing of all pending returns and payment of all outstanding dues. If the Registrar struck off the LLP under Rule 37A (suo motu) for non-filing of annual returns (as opposed to voluntary e-Form 24), a simpler administrative revival process may be available for a limited window under any condonation scheme notified by MCA.

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