Change in LLP Partner

In the Limited Liability Partnership (LLP), New partners can be admitted or removed easily in the existing LLP without change the constitution of partnership Firm.

In the Limited Liability Partnership (LLP), New partners can be admitted or removed easily in the existing LLP without change the constitution of partnership Firm.

The partner many be change, if the following events are happen

  • Resignation of Partner
  • New Admission of Partner
  • Death of Partner
  • Removal of Partner

Resignation of Existing Partner

If existing partner want to exist from the LLP they can be resign subject to the provision of LLP Agreement. The exit partner can be entitling for receiving his capital, profit or loss in the partnership firm in his profit sharing ratio.

The resignation from a LLP will not auto mode the exit partner should discharge his liabilities in respect of LLP and even the partner should responsible after resignation of his/her decision at that period was partner.

New Admission of Partner

As per the LLP Agreement and first schedule of LLP Act, without the consent of all existing partners no person can be admit in LLP. The LLP agreement can authorize for admission of new partner and authorize to existing partner to approval of new admission of partner.

Death of Partner

In case of death of any partner the legal heir of the deceased partner is entitled to admit in LLP and also entitle to receive accumulated profits or loss of deceased partner.

Removal of Partner

If LLP agreement having the provision of removal of partner after majority of voting they can be remove the partner.

Procedure for change of LLP Partner

  • Partner meeting: Before any change the existing partners, LLP call a meeting for approval of the proposed change.
  • Pass resolution to affect the change: To effect the changes in the LLP, the partners shall pass a resolution at the meeting of the partner. The resolution shall be authorised the existing designated partner.
  • Execute Supplement Agreement: The supplement deed to the LLP Agreement shall be executed by the Partners of the LLP including the Partner who is to be added or removed.
  • File an Application for approval of change: Partners for change of partner or their respective designation, an application shall be filed with MCA to approve the changes of partner or the designation. The application shall be filed with the help of a Practising professional including Company Secretary or Chartered Accountant.

Documents Required:

  • List of New partners or Removal
  • KYC of new partners
  • Copy of Resolution
  • Digital signature
  • Resignation of Removal partner


A minimum of two partners will be required for formation of an LLP. There will not be any limit to the maximum number of partners.
Any individual or body corporate may be a partner in a LLP. However an individual shall not be capable of becoming a partner of a LLP, if—
(a) he has been found to be of unsound mind by a Court of competent jurisdiction and the finding is in force;
(b) he is an undischarged insolvent; or
(c) he has applied to be adjudicated as an insolvent and his application is pending.
LLPs shall be registered with the Registrar of Companies (ROC) (appointed under the Companies Act, 1956) after following the provisions specified in the LLP Act. Every LLP shall have a registered office. An Incorporation Document subscribed by at least two partners shall have to be delivered to the Registrar in a prescribed form. Contents of LLP Agreement, as may be prescribed, shall also be required to be filed with ROC.
Persons, who subscribed to the “Incorporation Document” at the time of incorporation of LLP, shall be partners of LLP. Subsequent to incorporation, new partners can be admitted in the LLP as per conditions and requirements of LLP Agreement.
A person may cease to be a partner in accordance with the agreement or in the absence of agreement, by giving 30 days notice to the other partners.