Special Resolution of Partners to Wind up an LLP

A Resolution of Partners to Wind up and LLP is a document used to record the resolution passed by the partners of an LLP to wind up an LLP. As per the Limited Liability Partnership (Winding up and Dissolution) Rules, 2010, as a first step towards dissolving an LLP, a special resolution with the support of not less than 3/4th of total partners is required unless the Limited Liability Partnership (LLP) Agreement stipulated higher requirement of support to winding up.

This resolution can be used by any type of LLP for voluntarily winding up its business.

The Voluntary winding of the LLP is deemed to be started from the date of passing of the special resolution by the partners.

In some cases, the LLP may have secured or unsecured creditors. If the LLP have any secured creditor (a creditor with collaterals or assets that are pledged as security for the repayment) or an unsecured creditor (a creditor without any collaterals or assets that are pledged as security for the repayment) a separate resolution of such creditors with a majority (more than 50%) support is also required.

How to use this document?

The details such as the name of the LLP, resolution details like date, venue, time, the details of designated partners who have been appointed to proceed with the winding up of the LLP, DPIN (Designated Partner Identification Number) details, the details of the partners who have signed the resolution are included under this resolution.

Once filled and printed, it has to be signed by all the persons named under it and needs to be filed with the concerned registrar of the companies where the LLP has been registered within 30 days from the passing of such resolution and needs to be published in a newspaper circulating in the district where the LLP is registered.

Applicable laws

The LLP Act 2008 along with Limited Liability Partnership (Winding up and Dissolution) Rules, 2010 will be applicable here.

How to modify the template?

You fill out a form. The document is created before your eyes as you respond to the questions.

At the end, you receive it in Word and PDF formats. You can modify it and reuse it.