LIMITED LIABILITY PARTNERSHIP SETTLEMENT SCHEME, 2020

LIMITED LIABILITY PARTNERSHIP SETTLEMENT SCHEME, 2020

Category : Legal Advisory Services
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The corona virus outbreak has posed serious challenges to India’s economy. Companies are reinventing themselves to survive and even thrive. Safe practices and best practices are being proposed across the board. The Government of India, Ministry of Corporate Affairs has set new opportunity to the companies registered in India to make a fresh start on a clean slate through “COMPANIES FRESH START SCHEME, 2020 (CFSS-2020)”.
Similarly, the
LLP Settlement Scheme, 2020 has been introduced by the Government of India, Ministry of Corporate Affairs, vide its general circular no 6/2020 dated 4th March, 2020 which was further modified vide general circular no 13/2020 dated 30th March, 2020.
The said scheme shall allow a One-time condonation of delay in filing statutorily required documents with the Registrar. It has been observed that a large number of Limited Liability Partnerships (LLPs) have remained non-compliant, mainly on account of their failure to pay late fees for the growing period of delay.
Background:
The Government observed that a large number of LLPs have either defaulted in filing of various statutory forms or if filed were not filed in a timely manner with the Registrar of Companies of respective State(s). On the contrary, large numbers of representations were received from various quarters for waiver of fee or con-donation of delay and relaxations in additional fee on the ground of excessive financial burden.
In the event of requisite forms not being filed within prescribed time presently LLPs may file such documents on payment of additional fee for Rs. 100/- for every day of such delay under Section 69 of the LLP Act in addition to any fee as is payable for filing of such document or return.
Due to this, the records available in the electronic registry are not updated and they are not available to the stakeholders for inspection. Further, due to not filing the required documents on time the LLPs and their designated partners are liable for criminal prosecution and the said LLPs cannot be closed till all compliances are completed.
As part of Government’s constant efforts to promote ease of doing business it has been decided to give a Onetime relaxation in additional fees to the defaulting LLPs to make good their default by filing pending documents and to serve as a compliant LLP in future.
The details of the scheme are as under:
1. Validity: This scheme shall come into force on the 1st April, 2020 and shall remain in force up to 30th September, 2020.

2. Applicability: – Any “defaulting LLP” is permitted to file belated documents, which were due for filing till 31st March, 2020 in accordance with the provisions of this Scheme.
“Defaulting LLP” means a LLP registered under the Limited Liability Partnership Act, 2008 which has made a default in filing of documents on the due date(s) specified under the LLP Act, 2008 and rules made there under;
“Belated documents” means all documents or forms which are required to be filed in the MCA-21 registry under the provisions of LLP Act, 2008 and the rules made thereunder.

3. Manner of payment of fees and additional fee on filing belated document for seeking immunity under the Scheme – The defaulting LLPs may themselves avail this scheme for filing documents which have not been filed or registered in time on payment of fees as payable for filing of such document or return.
Provided that no additional fee shall be payable for filing any belated documents under this scheme.

4. Immunity from prosecution in respect of document(s) filed under the scheme – The defaulting LLPs, which have filed their belated documents till 30th September 2020 and made good the default, shall not be subjected to prosecution by Registrar for such defaults.

5. Scheme not to apply to certain documents-This Scheme shall not apply to LLPs which have made applications in Form 24 to the Registrar, for striking off their name from the register as per provisions of Rule 37(1) of the LLP Rules, 2009.

6. Post Conclusion of the scheme after 30th September, 2020, the Registrar shall take necessary action under the LLP Act, 2008 against the LLPs which have not availed this Scheme and are in default in filing of documents as required under the provisions of LLP Act, 2008 in a timely manner. Simultaneously, the Roc will issue immunity certificate to the LLP those who has availed benefit of the scheme.

Important Dates:

Validity of Scheme 1st April, 2020 – 30th September, 2020
Default Cut Off date 31.03.2020
Last date to avail scheme The belated documents can be filed without additional fee till 31st August, 2020. However belated documents could be filed till 30th September and no prosecution or punishment proceedings would be launched.
Issuance of Immunity Certificate As under CFSS, CFSS Form needs to be filed between 01st October to 31st March,
to get immunity, but there is no such requirement for LLPs who have availed the benefit under the LLP Modified Settlement Scheme.

Scheme Applicable for following forms only
1. Form-3: Information with regard to limited liability partnership Initial agreement and changes, if any, made therein;
2. Form-4: Notice of appointment, cessation, change in name/ address/designation of a designated partner or partner and consent to become a partner/designated partner;
3. Form-5: Notice for Change of Name.
4. Form-8: Statement of Account & Solvency (Annual or Interim);
5. Form-11: Annual Return of Limited Liability Partnership (LLP).
6. Form-12: Form for intimating other address for Service of Documents.
7. Form-15: Notice for change of place of registered office.
8. Form-22: Notice of intimation of Order of Court/ Tribunal/CLB/ Central Government to the Registrar
9. Form-23: Application for direction to Limited Liability Partnership (LLP) to change its name to the Registrar.
10. Form-27 : Form for registration of particulars by Foreign Limited Liability Partnership (FLLP)
11. Form-29 : Notice of (A) alteration in the certificate of incorporation or registration; (B) alteration in names and addresses of any of the persons authorized to accept service on behalf of a foreign limited liability partnership (FLLP) (C) alteration in the principal place of business in India of FLLP (D) cessation to have a place of business in India
12. Form-31: Application for Compounding of an offence.

SOME IMPORTANT LINKS:
• Circular no. 6/2020 available at
http://mca.gov.in/Ministry/pdf/GeneralCircular06_04032020.pdf
• Circular no. 13/2020 available at
http://mca.gov.in/Ministry/pdf/Circular13_30032020.pdf
• List of forms available under LLP Settlement Scheme, 2020
http://www.mca.gov.in/Ministry/pdf/CFSS2020_02042020.pdf
• FAQ’s issued by MCA
http://mca.gov.in/Ministry/pdf/FAQCFSS_15042020.pdf

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30 Oct, 2020
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