The registered office of LLP (Limited Liability Partnership) is the official address of the principal place of business and for all the communications. Books of accounts of LLP must be maintained at the registered office. However, if any time after the LLP registration, it needs to change the registered office to any other place, there is a procedure to.

The reasons for the change in registered office may be many varying from increase in work or staff to maintenance of books of accounts at another place, etc.

Case I – Change of Registered Office Address within the Same State

This can be either under the jurisdiction of same ROC (Registrar of Companies) or another ROC.

  1. Obtain the consent of all the partners of LLP for such change by holding a meeting and passing a resolution;
  2. Prepare supplementary LLP agreement including the change in registered office address;
  3. Intimate the Registrar of Companies (ROC) regarding change in address within 30 days of the change, by filing Form- 15 (Notice for change of place of registered office) and Form- 3 (Information with regard to Limited Liability Partnership Agreement and changes, if any, made therein) along with the prescribed fee;
  4. On receipt of approval from ROC, make changes in all the documents or places where registered office address is mentioned like LLP letterhead, stationery, sign boards, etc.

Cost- Changing the registered office of LLP within the same state costs less. The main charges involved in it are filing charges for Form- 15 and Form- 3 (₹50 for contribution up to ₹1 lakh) plus consultancy fees of the service provider.

Case II – Change of Registered Office Address from one State to another State.

  1. Obtain the consent of all the partners of LLP for such change by holding a meeting and passing a resolution;
  2. Obtain consent of all the Secured Creditors;
  3. Prepare supplementary LLP agreement including the change in registered office address;
  4. Publish a general notice, not less than 21 days before filing any notice with the ROC, in a daily newspaper published in English and in the principal language of the district in which the registered office of LLP is situated and circulating in that district, giving notice of change of registered office;
  5. Intimate the Registrar of Companies (ROC) regarding change in address within 30 days of the change, by filing Form- 15 (Notice for change of place of registered office) and Form- 3 (Information with regard to Limited Liability Partnership Agreement and changes, if any, made therein) along with the prescribed fee;
  6. On receipt of approval from ROC, make changes in all the documents or places where registered office address is mentioned like LLP letterhead, stationery, sign boards, etc.

Note- File the notice in Form- 15 with ROC of the state from where LLP proposes to shift its registered office with a copy thereof for the information to ROC of the State under whose jurisdiction the registered office is proposed to be shifted.

Documents required to change the Registered Office of LLP:

  1. Address proof of new office like the latest utility bill self-attested by the owner,
  2. Rent agreement in case a new office is rented,
  3. Signed No Objection Certificate (NOC) from the building owner.

Penalty for not complying with the procedural requirements of change in the registered office of LLP as per the Act:

The Limited Liability Partnership (LLP) and it’s partners shall be liable with a minimum penalty of ₹2,000 and a maximum penalty of ₹25,000.

Conclusion

Changing the Registered office address after LLP registration is not a cumbersome task. It mainly involves intimation of the changes to the concerned Registrar of Companies (ROC) through forms available on the MCA portal. Once the changes are approved, it’s done. You just need to incorporate those changes wherever applicable.