LLP Form 15: changing the registered office of an LLP

What is Form 15 for?

Every LLP must have a registered office where communications and notices can be served. Section 13 of the LLP Act allows the LLP to change it, subject to the LLP agreement, and Rule 17 requires notice to the Registrar in Form 15 within 30 days.

The same form is used whether the LLP moves down the road, to another city in the same state, or to a different state under another Registrar's jurisdiction. The Registrar records the new address once the form is approved, and the LLP's master data on the MCA portal updates.

Changing the address within the same city or state

A move within the same city or state is a straightforward Form 15 filing. No newspaper notice or creditor consent is normally required, but the partners' approval should be documented as the LLP agreement requires. Remember that GST registration, professional tax and shops and establishments registration usually record the principal place of business, so each of those must be amended after the MCA filing.

Moving to another state

An inter-state shift needs more care. Rule 17 requires that partners consent, that secured creditors' consent is obtained and that a notice of the proposed change is published in newspapers before the move. Check the latest rule text, as conditions are applied by the MCA system.

After an inter-state move, the LLP falls under the new Registrar. GST registration, professional tax, shops and establishments registration and other state-linked licences must be updated or obtained afresh in the new state.

Documents needed

Make sure the address in the utility bill and NOC is identical to what is entered in the form. Where the premises are owned by a partner, a simple NOC from that partner is normally enough along with ownership proof.

• Partners' resolution or consent approving the change
• Proof of new registered office: utility bill not older than two months
• NOC from the owner of the premises, and rent or lease agreement if rented
• Copy of newspaper advertisement and creditors' consent, for inter-state shift
• Supplementary LLP agreement if the agreement names the address (for Form 3)

Fees and late fee

The normal fee depends on the LLP's contribution slab. Late filing attracts additional fee rising from one time the normal fee for up to 15 days of delay to 25 times (small LLP) or 50 times (other LLP) beyond 360 days.

Common mistakes and consequences

Typical errors include filing after the 30-day window, using an expired utility bill, forgetting the owner's NOC and not updating the LLP agreement through Form 3 when it states the address. For inter-state moves, missing the newspaper notice or creditor consent can lead to resubmission.

If the Registrar cannot serve notices at the recorded address, the LLP may miss important communications. Not filing also exposes the LLP and designated partners to penalty under the Act.

Step by step

1. 1Approve the move

   Partners consent to the change as required by the LLP agreement.

2. 2Complete inter-state formalities

   For a state change, publish the notice and obtain creditor consent.

3. 3Gather office proof

   Collect a recent utility bill, NOC and rent agreement.

4. 4File Form 15

   Fill the form on MCA V3, attach documents, sign and certify.

5. 5Update other registrations

   Amend GST, PAN address, bank and licences, and file Form 3 if needed.