The Limited Liability Partnership Act (LLP), 2008 – Bare Act

September 24, 2023October 25, 2023by IBC Laws Editor

The Limited Liability Partnership Act, 2008

Chapter-I Preliminary

Section-1 Short title, extent and commencement

Section-2 Definitions

Chapter-II Nature of Limited Liability Partnership

Section-3 Limited liability partnership to be body corporate

Section-4 Non-applicability of the Indian Partnership Act, 1932

Section-5 Partners

Section-6 Minimum number of partners

Section-7 Designated partners

Section-8 Liabilities of designated partners

Section-9 Changes in designated partners

Section-10 Punishment for contravention of sections 7, 8 and 9

Chapter-III Incorporation of Limited Liability Partnership and Matters Incidental Thereto

Section-11 Incorporation document

Section-12 Incorporation by registration

Section-13 Registered office of limited liability partnership and change therein

Section-14 Effect of registration

Section-15 Name

Section-16 Reservation of name

Section-17 Rectification of name of limited liability partnership

Section-18 Application for direction to change name in certain circumstances

Section-19 Change of registered name

Section-20 Penalty for improper use of words “limited liability partnership” or “LLP”

Section-21 Publication of name and limited liability

Chapter-IV Partners and their Relations

Section-22 Eligibility to be partners

Section-23 Relationship of partners

Section-24 Cessation of partnership interest

Section-25 Registration of changes in partners

Chapter-V Extent and Limitation of Liability of Limited Liability Partnership and Partners

Section-26 Partner as agent

Section-27 Extent of liability of limited liability partnership

Section-28 Extent of liability of partner

Section-29 Holding out

Section-30 Unlimited liability in case of fraud

Section-31 Whistle blowing

Chapter-VI Contributions

Section-32 Form of contribution

Section-33 Obligation to contribute

Chapter-VII Financial Disclosures

Section-34 Maintenance of books of account, other records and audit, etc.

Section-34A Accounting and auditing standards

Section-35 Annual return

Section-36 Inspection of documents kept by Registrar

Section-37 Penalty for false statement

Section-38 Power of Registrar to obtain information

Section-39 Compounding of offences

Section-40 Destruction of old records

Section-41 Enforcement of duty to make returns, etc.

Chapter-VIII Assignment and Transfer of Partnership Rights

Section-42 Partner’s transferable interest

Chapter-IX Investigation

Section-43 Investigation of the affairs of limited liability partnership

Section-44 Application by partners for investigation

Section-45 Firm, body corporate or association not to be appointed as inspector

Section-46 Power of inspectors to carry out investigation into affairs of related entities, etc.

Section-47 Production of documents and evidence

Section-48 Seizure of documents by inspector

Section-49 Inspector’s report

Section-50 Prosecution

Section-51 Application for winding up of limited liability partnership

Section-52 Proceedings for recovery of damages or property

Section-53 Expenses of investigation

Section-54 Inspector’s report to be evidence

Chapter-X Conversion into Limited Liability Partnership

Section-55 Conversion from firm into limited liability partnership

Section-56 Conversion from private company into limited liability partnership

Section-57 Conversion from unlisted public company into limited liability partnership

Section-58 Registration and effect of conversion

Chapter-XI Foreign Limited Liability Partnerships

Section-59 Foreign limited liability partnerships

Chapter-XII Compromise, Arrangement or Reconstruction of Limited Liability Partnerships

Section-60 Compromise, or arrangement of limited liability partnerships

Section-61 Power of Tribunal to enforce compromise or arrangement

Section-62 Provisions for facilitating reconstruction or amalgamation of limited liability partnerships

Chapter-XIII Winding Up and Dissolution

Section-63 Winding up and dissolution

Section-64 Circumstances in which limited liability partnership may be wound up by Tribunal

Section-65 Rules for winding up and dissolution

Chapter-XIV Miscellaneous

Section-66 Business transactions of partner with limited liability partnership

Section-67 Application of the provisions of the Companies Act

Section-67A Establishment of Special Courts

Section-67B Procedure and powers of Special Court

Section-67C Appeal and revision

Section-68 Electronic filing of documents.

Section-68A Registration offices

Section-69 Payment of additional fee

Section-70 Enhanced punishment

Section-71 Application of other laws not barred

Section-72 Jurisdiction of Tribunal and Appellate Tribunal

Section-73 Penalty on non-compliance of any order passed by Tribunal

Section-74 General penalties

Section-75 Power of Registrar to strike defunct limited liability partnership off register

Section-76 Offences to limited liability partnerships

Section-76A Adjudication of penalties

Section-77 Jurisdiction of Courts

Section-77A Cognizance of offences

Section-78 Power to alter Schedules

Section-79 Power to make rules

Section-80 Power to remove difficulties

Section-81 Transitional provisions

Schedule

The First Schedule

The Third Schedule

The Fourth Schedule

Access complete Bare Act here and Notification and Circular here.

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