LLP Closure · India · 2026
How to Close an LLP in India: Form 24 Strike Off Process, Documents, Fees & C PACE Update
A complete guide to closing an inactive LLP under Rule 37 — eligibility, the full document package, pending Form 8 and Form 11 filings, government fees, the 2024 C PACE change, and the mistakes that get Form 24 applications rejected.
An eligible inactive LLP can generally apply for strike off by filing LLP Form 24 under Rule 37 of the LLP Rules, 2009, after satisfying the applicable conditions and preparing the required supporting documents. MCA’s Form 24 instruction kit confirms the form is an application for striking off the LLP’s name from the register under Section 75 of the LLP Act, 2008 read with Rule 37.
An LLP may be created with the intention of building a long term business, but circumstances can change. The business may never start, partners may discontinue the venture, the business model may no longer be viable, or the LLP may simply become inactive. Keeping an inactive LLP on the Ministry of Corporate Affairs records without completing the appropriate compliance can create unnecessary regulatory work and additional filing costs.
What Is LLP Closure?
LLP closure means legally ending the existence of a Limited Liability Partnership rather than simply stopping its business activities. There is an important difference between two situations: when business is stopped, the partners stop trading but the LLP remains registered; when the LLP is struck off, its name is removed from the register through the applicable statutory process.
Simply stopping business does not by itself remove the LLP from MCA records. If an LLP remains registered, its applicable statutory obligations can continue until the entity is formally closed. An LLP that has stopped operating should therefore review whether it qualifies for strike off and complete the appropriate closure procedure.
What Is LLP Strike Off Under Form 24?
LLP strike off is the statutory process through which the name of an eligible LLP is removed from the register. Section 75 of the LLP Act, 2008 deals with the power to strike off the name of a defunct LLP, while Rule 37 of the LLP Rules, 2009 provides the procedural framework. The voluntary route is particularly relevant where the LLP is inactive, has ceased business operations, the partners agree to closure, the LLP can satisfy the applicable no-liability and supporting document requirements, and the necessary pre-filing compliances are complete.
The LLP strike off framework changed in 2024. MCA amended Rule 37 through the Limited Liability Partnership (Amendment) Rules, 2024, bringing C PACE into the Rule 37 framework. The change became operational from 27 August 2024, and current C PACE notices show LLP Form 24 strike off processing at C PACE.
This matters because older online guides still describe LLP closure entirely as a jurisdictional ROC process. When preparing a current closure application, the post-August 2024 C PACE framework should be considered.
Who Can Apply for LLP Strike Off?
The voluntary Form 24 route is generally intended for LLPs no longer carrying on business or operations. The MCA Form 24 instruction kit states that an LLP can apply with the consent of all partners if it has not been carrying on business or operation for a period of one year or more.
The rules also recognise LLPs that never commenced business, subject to the applicable documentary requirements. The 2017 amendment specifically includes an affidavit declaration covering an LLP that has not commenced business or, where it did commence, the date from which it ceased business. So an LLP that never became operational may also have a potential closure route — but the actual facts and available records should be checked before filing.
LLP Closure Eligibility Checklist
1. LLP Has Been Inactive
For the voluntary route under Rule 37, the key threshold is generally one year of non-operation.
2. All Partners Agree
Partner consent is fundamental — the MCA Form 24 framework requires the consent of all partners.
3. Liabilities Are Settled
Form 24 is not a mechanism for avoiding outstanding debts; the financial position must support the required declarations.
4. Bank Account Is Closed
Where the LLP had a bank account, it should be closed and suitable evidence maintained.
5. Pending Filings Addressed
Check the filing history and determine which overdue filings must be completed before Form 24 is submitted.
6. No Prohibited Proceedings
Pending forms, open unsatisfied charges, partner disputes and pending inspection, investigation or prosecution can block filing.
Not sure whether your inactive LLP actually qualifies for Form 24? Get a compliance status review before you spend anything on documentation.
Chat on WhatsAppDocuments Required for LLP Closure in India
A complete closure file is one of the most important parts of the process. The exact documents depend on the LLP’s circumstances, but the standard Form 24 supporting package can include the following.
LLP Form 24
The principal application for striking off the LLP’s name from the register.
Detailed Application
A detailed application explaining the reason for seeking strike off, required as part of the supporting package.
Authority to Apply
Appropriate authorisation documentation supporting the application.
Consent of All Partners
All partners must provide the required consent for voluntary strike off.
Consent of Creditors
Where creditors exist, creditor consent documentation forms part of the strike off package.
Statement of Accounts
Should disclose nil assets and nil liabilities where applicable, be certified per requirements, and be made up to a date not earlier than 30 days before filing.
Affidavit by Designated Partners
Declaration concerning cessation of business, liabilities, the LLP’s business status and other relevant matters.
Indemnity Bond
An undertaking addressing potential liabilities that may arise after the LLP is struck off.
Latest ITR Acknowledgement
The applicable latest Income Tax return acknowledgement. The framework also addresses LLPs that never carried on business and so did not file.
LLP Agreement
The agreement and relevant amendments, depending on the application’s circumstances.
Bank Closure Evidence
Where a bank account was opened, evidence of its closure should be obtained and retained.
Valid DSC
The digital signature attached must meet MCA requirements — see our guide on documents required for DSC registration.
What Happens to Pending Form 8 and Form 11 Filings?
This is one of the most commercially important issues for inactive LLPs. An LLP does not necessarily become free from compliance simply because it has stopped trading. If applicable Form 8 and Form 11 filings are overdue, the filing history should be reviewed before applying for strike off. Current professional and regulatory guidance continues to emphasise that overdue filings may need to be addressed up to the relevant cessation year before Form 24 can be filed.
Do not assume every old LLP return can simply be ignored because the business had no revenue. The LLP’s exact compliance history, cessation date and filing status should be reviewed before preparing the application.
LLP Form 8 and Form 11 Late Fees
The cost of closing an old inactive LLP can become significantly higher when there are overdue filings. MCA’s current Form 11 instruction kit uses a graduated additional fee structure based on the period of delay and whether the LLP is a Small LLP or another LLP — the multiplier increases substantially as the delay moves beyond 90, 180 and 360 days. Beyond the Form 24 government fee, a business may also face pending Form 8 and Form 11 filing costs, additional filing fees, accounting charges, professional certification charges, tax compliance costs, bank closure costs, affidavit and indemnity expenses, and professional service fees. It is better to conduct a pre-closure compliance audit before budgeting for LLP closure.
What Is the Government Fee for LLP Form 24?
| LLP Category | Form 24 Government Fee |
|---|---|
| Small LLP | ₹500 |
| Other than Small LLP | ₹1,000 |
The MCA instruction kit expressly lists ₹500 for Small LLPs and ₹1,000 for other LLPs, and states that no additional delay fee applies to Form 24 itself. An article claiming a universal ₹500 fee for every LLP is therefore incomplete. The total closure cost can still be significantly higher, because pending compliance and professional work are separate from the basic filing fee.
What Is a Small LLP?
The LLP Act defines a Small Limited Liability Partnership using prescribed contribution and turnover thresholds — a contribution threshold of ₹25 lakh (or such higher prescribed amount within the statutory ceiling) and a turnover threshold of ₹40 lakh (or such higher prescribed amount within the ceiling). Because classification should be checked against current law and the LLP’s own records, do not determine the Form 24 fee category based only on an old article.
Step by Step LLP Closure Process in India
Review the LLP’s MCA Master Data
Check LLPIN, status, partners, designated partners, registered office, charges, pending forms, past filings and any recorded proceedings. This identifies blockers before documents are prepared.
Stop Business Operations
If the LLP is still actively trading, Form 24 may not be the correct route. The cessation date matters because it affects supporting accounts, tax records and pending filings.
Settle All Financial Liabilities
Identify and settle vendor payments, loans, taxes, statutory dues, employee dues, partner balances and other liabilities.
Close the LLP Bank Account
Obtain a bank closure certificate or other appropriate evidence and include it in the closure file.
Complete Required Statutory Filings
Review the Form 8 and Form 11 filing history and determine which overdue filings must be completed. This is often where the real cost of an old inactive LLP becomes visible.
Address Income Tax Compliance
Where the LLP filed returns, keep the latest relevant acknowledgement. Where it never commenced business and the declaration is permitted, prepare that instead. Our ITR filing guide covers the basics.
Address GST Compliance Where Applicable
GST closure operates under GST law, separately from MCA strike off. A cancelled registration may also require a final return in Form GSTR 10 within the applicable period — see GST return filing.
Obtain Partner Consent
All partners should provide the required consent and execute the relevant closure documents.
Prepare the Statement of Accounts
The 30-day requirement is important — preparing the statement too early can force you to prepare it again before filing.
Prepare the Affidavit and Indemnity
Contents should accurately reflect the LLP’s actual circumstances.
File LLP Form 24
Submit through the MCA system with the applicable government fee and supporting documents. The instruction kit states Form 24 is processed in Non-STP mode.
Monitor the Application
Watch for queries, resubmission requirements, public notice, objections, approval and final strike off status.
Strike Off and Dissolution
Once the statutory process completes and the application is approved, the LLP’s name is struck off. MCA C PACE notices publish lists of LLPs struck off and dissolved.
Old LLP with several years of missed Form 8 and Form 11 filings? We’ll calculate the real total cost before you commit.
Get a Cost EstimateLLP Closure Timeline in India
Many service providers advertise fixed timelines such as 60 days, 90 days or 2 to 3 months, but businesses should be careful with fixed promises. The actual duration depends on compliance history, pending filings, quality of documents, bank closure, tax matters, MCA scrutiny, the public notice period, queries or resubmission, objections and processing workload. The process should be treated as a sequence of stages rather than a guaranteed number of days. One important statutory period is the public notice and representation process associated with Rule 37, which provides a one-month period for representations in the Registrar-initiated process, though specific processing circumstances vary by route.
Can You Close an LLP With Pending Annual Compliance?
The correct answer depends on the LLP’s exact compliance history. Current guidance indicates that applicable overdue Form 8 and Form 11 filings generally need to be addressed before Form 24 can be filed for the voluntary route. That is why an inactive LLP should not start by immediately preparing Form 24.
This sequence reduces the risk of discovering an unresolved filing issue after the entire closure documentation has already been prepared.
LLP Strike Off vs Winding Up
Strike off and winding up are not interchangeable terms, and understanding the difference determines which route applies.
LLP Strike Off
Used for an inactive LLP that satisfies the conditions for removal from the register. Generally simpler, uses Form 24, and is designed for eligible defunct or inactive LLPs.
Winding Up or Liquidation
Relevant where the LLP has assets, liabilities or circumstances requiring a more formal process. May involve insolvency or liquidation procedures with a substantially different legal framework.
Voluntary strike off is not designed for an LLP that still has genuine outstanding liabilities — the applicant needs to make the required declarations regarding liabilities and provide the prescribed supporting material. Where significant creditors, disputed liabilities or assets remain, another legal route may be needed. So the first question is not “which Form 24 package should I buy?” but rather: does this LLP actually qualify for the Form 24 strike off route?
Can an LLP With GST Registration Be Closed?
The MCA closure process and GST closure process are related but separate. GST law provides its own mechanism for cancellation of registration, and where registration is cancelled, the applicable final return requirements need to be considered. This matters especially if the LLP has pending GST returns, outstanding GST liability, input tax credit issues, stock, capital assets, GST notices or a pending cancellation application. If returns were missed along the way, our guide on what happens if you miss GST return filing explains the consequences. Treat MCA closure and GST compliance as separate workstreams.
Do You Need to Close the LLP Bank Account Before Form 24?
Where the LLP had a bank account, closure should be completed before the strike off application. The Form 24 documentation framework specifically addresses whether the LLP opened a bank account and, where it did, requires evidence that the account has been closed. A practical problem arises when an LLP has forgotten about an old bank account — so the bank account review should happen at the beginning of the closure process rather than at the end.
Common Reasons Form 24 Applications Face Problems
Pending Forms
If another relevant form is pending approval or payment, Form 24 may not be allowed.
Open Charges
Unsatisfied charges can prevent filing.
Pending Investigation
Certain pending inspection, investigation or prosecution matters can block the application.
Partner Dispute
The instruction kit identifies LLPs marked as having a partner dispute as a filing restriction.
Incorrect DSC
The digital signature must meet applicable MCA requirements.
Wrong Statement Date
A statement of accounts prepared outside the permitted 30-day period causes document issues.
Missing Bank Evidence
Where a bank account existed, failure to provide suitable closure evidence creates problems.
Incorrect Tax Documentation
The application must accurately reflect the LLP’s Income Tax history.
Incomplete Partner Consent
The voluntary route depends entirely on obtaining the required consent from all partners.
Continuing Business Activity
An LLP still trading should not present itself as defunct merely to obtain strike off.
What Happens After Form 24 Is Approved?
After the statutory process is completed, the LLP’s status changes to strike off — the MCA Form 24 instruction kit confirms this, and C PACE notices show LLPs being struck off from the register and dissolved through the published process. The practical consequence is that the LLP should no longer be treated as an operating registered LLP. However, closure does not mean every historical liability or legal issue disappears automatically: the application documents themselves contain declarations and indemnity obligations, and the law can continue to deal with certain matters arising from the LLP’s earlier activities.
Can a Struck Off LLP Be Restored?
A struck off LLP may potentially be restored in appropriate circumstances through the legal mechanism available for restoration. Restoration should not be confused with simply filing Form 24 again — the correct procedure depends on how and when the LLP was struck off and why restoration is being sought. An LLP that has already been struck off and wants to resume its legal existence should obtain case-specific professional advice rather than attempting a fresh closure filing.
The Companies Compliance Facilitation Scheme 2026 concerned companies under the Companies Act framework. It should not be assumed that an LLP receives the same concessions merely because both are administered through MCA. As of 20 September 2026, the latest reported CCFS 2026 window had ended on 15 September 2026, and current guidance describes the scheme as a Companies Act framework rather than an LLP strike off concession. For an LLP with overdue filings, base the compliance calculation on actual LLP rules and the current MCA filing system — not an expired company-specific concession.
LLP Closure Cost in India
There is no single all-inclusive LLP closure price applicable to every business. The cost usually consists of several components.
| Cost Component | What It Depends On |
|---|---|
| Form 24 Government Fee | ₹500 for Small LLP or ₹1,000 for other LLP |
| Pending Form 8 | Filing history and period of delay |
| Pending Form 11 | Filing history and period of delay |
| Tax Compliance | LLP activity and tax history |
| CA Certification | Professional requirements |
| Affidavit and Indemnity | Documentation and state-related execution costs |
| Bank Closure | Bank process |
| Professional Service Fee | Complexity of the LLP closure |
| GST Compliance | Applicable GST history |
The government Form 24 fee itself is comparatively small. The bigger cost issue for old inactive LLPs is often the pending compliance that must be addressed before closure. If you’re weighing whether to keep an entity alive instead, our breakdown of annual compliance costs offers a useful comparison.
What to Check Before Hiring an LLP Closure Service
Before engaging a professional service provider, ask for a compliance review rather than immediately asking for the package price. A proper review should identify:
- LLPIN status and LLP incorporation date
- Date of cessation of business
- Form 8 and Form 11 filing position
- Income Tax and GST position
- Bank account status
- Partner status and charge status
- Pending MCA forms and potential legal proceedings
- Document requirements, expected government fees and professional fees
This is particularly important for LLPs that have remained inactive for several years.
Stopped operating years ago but never formally closed the LLP? Start with an MCA status check — it usually reveals issues before they cost you a rejected filing.
Chat on WhatsAppLLP Closure Services in India by Garuda Mudra
Garuda Mudra assists businesses with LLP closure and compliance requirements in India, including the documentation and filing work associated with eligible LLP strike off cases. Our approach begins with a review of the LLP’s current MCA status and compliance history before moving to the closure application. Depending on the situation, assistance can include MCA compliance status review, pending filing identification, Form 8 and Form 11 compliance review, closure and partner consent documentation, statement of accounts coordination, affidavit and indemnity preparation, bank closure document review, Income Tax compliance coordination, Form 24 preparation and MCA filing support, application tracking, query and resubmission assistance, and closure status monitoring. This is particularly useful for founders who stopped operating their LLP years ago but never formally closed the entity.
LLP Closure Checklist
- LLP has stopped business operations
- One year inactivity requirement checked
- All partners have provided consent
- Creditors reviewed
- Outstanding liabilities settled
- Assets reviewed and settled
- Bank account closed
- Bank closure evidence obtained
- Form 8 filing history checked
- Form 11 filing history checked
- Required overdue filings completed
- Income Tax position reviewed
- GST position reviewed where applicable
- LLP agreement available
- Statement of accounts prepared
- Statement meets the 30 day requirement
- Affidavit prepared
- Indemnity prepared
- DSC requirements checked
- MCA master data reviewed
- Pending forms checked
- Charges checked
- Proceedings checked
- Form 24 prepared
- Correct government fee confirmed
- Supporting documents attached
- Form 24 submitted
- Application status monitored
- Final strike off status confirmed
Frequently Asked Questions About LLP Closure in India
How do I close an LLP in India?
Which form is used to close an LLP?
How long should an LLP be inactive before applying for Form 24?
Can an LLP that never started business apply for closure?
What is the Form 24 government fee?
Is there an additional late fee on Form 24 itself?
Can I close an LLP with pending Form 8 and Form 11?
Do I need to close the LLP bank account?
Do all partners need to consent to LLP closure?
Does LLP closure automatically cancel GST registration?
Is LLP closure the same as winding up?
Is Form 24 processed by the local ROC?
How long does LLP closure take?
Can an LLP with outstanding liabilities be closed through Form 24?
What happens after the Form 24 application is approved?
Conclusion
Closing an LLP in India is more than filing one MCA form. For an eligible inactive LLP, Form 24 under Rule 37 provides a statutory route for striking off the LLP’s name from the register — but the application depends on compliance history, financial position, bank account, tax records, partner consent and supporting documentation. The most important practical step is to check the LLP’s position before preparing the final application: review the MCA master data, check Form 8 and Form 11 filings, confirm the cessation date, settle liabilities, close the bank account, review Income Tax and GST obligations, prepare the statement of accounts, complete the affidavit and indemnity, then prepare and file Form 24.
The current MCA fee is ₹500 for a Small LLP and ₹1,000 for other LLPs, but that is only one component of the total closure cost — pending compliance can add substantially to the amount payable. The introduction of C PACE into the strike off framework is another important update for businesses relying on older online guides. For founders and partners whose LLP has stopped operating, completing the closure properly brings the registered entity to an appropriate legal end rather than leaving an inactive LLP on the MCA records.
Related Reading
Planning to close an inactive LLP? Talk to Garuda Mudra about an LLP closure assessment and Form 24 support.
Chat on WhatsAppThis guide is for general information only and does not constitute legal or professional advice. LLP closure requirements, MCA fees and procedures change; confirm current rules and your LLP’s specific position with a qualified professional before filing. — Garuda Mudra, financial, taxation, accounting, compliance & business advisory services.