Quick answer
How do you close an LLP in India?
LLP closure for an inactive LLP is done by filing Form 24 with the Registrar, with the consent of all partners, a CA-certified statement of accounts showing nil assets and liabilities, affidavits, an indemnity and the latest income tax return. Pending Form 8 and Form 11 must be filed first. A notice is published, then the LLP is struck off.
- Form 24 suits LLPs with no business and no liabilities
- All partners must consent
- Pending Form 8 and Form 11 come first
- GST cancelled and bank account closed before filing
- Handled centrally by MCA's C-PACE since August 2024
What is LLP closure and which route applies to you?
LLP closure means the LLP stops existing as a legal entity and its name is removed from the register. The usual route for a small inactive LLP is a strike-off application in Form 24. An LLP that still owns assets, owes money or has disputes between partners needs a winding up process instead.
The route depends on what is left inside the LLP, not on how long it has been idle. Use this as a first filter:
| Route | Suits | Main condition |
|---|---|---|
| Strike off by Form 24 | LLPs that stopped business or never started | No assets, no liabilities, consent of all partners |
| Voluntary winding up | Solvent LLPs with assets to distribute or contracts to end | Formal process under the LLP winding up rules, with a liquidator |
| Strike off by the Registrar | LLPs that stopped filing for a long time | Registrar acts after notice; not a plan you should rely on |
Overview prepared by CA in Delhi, November 2026. We confirm the route against your LLP's MCA record and books before any filing.
Who can apply for LLP closure through Form 24?
An LLP can apply in Form 24 when it has not carried on any business for one year or more, or never started business, and has no assets or liabilities left. Every partner must agree, and any creditor must either be paid or give consent. If any of these is missing, the application will be rejected.
Points that stop a Form 24 application in practice:
- A bank loan or overdraft still open, or a charge not satisfied on the MCA record.
- Pending annual returns or unpaid additional fees on earlier filings.
- A partner who refuses to sign or cannot be traced.
- A pending inspection, inquiry or prosecution against the LLP.
- Money still receivable from customers or payable to suppliers, even small amounts.
LLPs set up for a single project, a property holding or a partnership that never took off are the typical Form 24 cases we see in Delhi.
Need help with LLP closure? Talk to a chartered accountant in Delhi today. First call is free.
What documents are needed for LLP closure?
Form 24 is filed with a set of supporting documents signed by the partners and a chartered accountant. The core attachments are the partners' consent, a statement of accounts showing nil assets and liabilities, affidavits, an indemnity and the latest filed income tax return.
| Document | Signed by | Purpose |
|---|---|---|
| Application with LLP details and reasons for closure | Designated partners | Explains why and since when the LLP stopped business |
| Consent of all partners | Every partner | Shows the closure is unanimous |
| Statement of accounts or assets and liabilities | Certified by a practising CA | Shows nil assets and nil liabilities as of a recent date |
| Affidavits | Designated partners, notarised | Declare that the LLP has no business, assets or dues |
| Indemnity bond or undertaking | Partners, notarised | Covers any liability that surfaces after strike off |
| Latest income tax return acknowledgement | From the LLP's tax filings | Shows the tax position is up to date |
| Creditor consent or nil-creditor confirmation | Creditors or the CA statement | Confirms no creditor is left unpaid |
| NOC from a regulator | Only where the LLP is regulated | Needed for LLPs under a sector regulator |
Compiled by CA in Delhi from MCA practice and cross-checked professional guides, 10 November 2026. Check the current Form 24 on the MCA V3 portal, which lists mandatory attachments at the time of filing.
What is the LLP closure process, step by step?
Closing an LLP in Delhi follows a fixed order: clean up the record and the books, cancel registrations, close the bank account, then file Form 24. Skipping ahead causes most rejections, because MCA checks the filing history before it accepts the application.
- 1
Review the MCA record
Pull the LLP's master data, filing history, charges and partner DIN status, and list every gap.
- 2
File pending annual returns
Bring Form 11 and Form 8 up to date, including additional fees, up to the period the LLP stopped business.
- 3
Settle dues and cancel GST
Pay creditors and taxes, file final GST returns and apply for GST cancellation.
- 4
Final accounts and ITR
Prepare accounts to the closing date, have them certified and file the last income tax return.
- 5
Close the bank account
Close every bank account in the LLP's name and keep the bank's closure letter.
- 6
Sign affidavits and indemnity
Partners sign and notarise the affidavits, indemnity and consent; we prepare the CA-certified statement.
- 7
File Form 24
Form 24 is filed with DSC on the MCA V3 portal and goes to C-PACE for processing.
- 8
Notice and strike off
A public notice invites objections; if none are raised, the LLP's name is struck off and it stands dissolved.
Do pending Form 8 and Form 11 have to be filed before LLP closure?
Yes. MCA expects the LLP's annual filings to be complete before it processes a strike-off application, so missing Form 11 annual returns and Form 8 statements of account and solvency are filed first, with any additional fees. Form 11 is due by 30 May and Form 8 by 30 October each year.
For an LLP idle for several years, this backlog is usually the largest part of the closure cost. We list each missing form, estimate the additional fee from the MCA portal, and tell you the total before filing anything. Our page on LLP annual filing explains both forms in detail.
If the backlog is very long, ask us whether a condonation or settlement scheme is open at the time. MCA has run such schemes in the past, and when one is active it can cut the additional fees sharply.
What is C-PACE and how long does LLP closure take?
C-PACE, the Centre for Processing Accelerated Corporate Exit, is MCA's central office for exit applications. Since August 2024, LLP strike-off applications in Form 24 are processed there rather than at the local Registrar's office, so a Delhi LLP's application no longer goes to ROC Delhi for this step.
We do not quote a fixed government timeline, because none is published and the time depends on queries raised. Preparation is in your control: an LLP with clean filings and a closed bank account can usually be ready to file within a few weeks. After filing, the Registrar publishes a notice and waits for objections before striking off the name. If C-PACE raises a query, we answer it within the time allowed on the portal.
What happens if you leave an LLP inactive instead of closing it?
An LLP that stops trading but is not closed still owes Form 8, Form 11 and an income tax return every year. Additional fees build on each missed form, and designated partners stay answerable for the defaults. Closing is cheaper than carrying an empty LLP for years.
Partners also carry personal exposure. A designated partner's DIN stays linked to a defaulting LLP, which can slow future appointments and attract questions when that person forms a new company. If the Registrar strikes off the LLP on its own, partners lose control over the timing and the record shows a non-compliant exit.
Owners closing a company rather than an LLP should read our company closure page, because the forms and conditions differ.
What should Delhi LLPs check before applying for closure?
Delhi LLPs should cancel their Delhi GST registration, settle any professional tax or local licence dues, surrender a shop and establishment or trade licence if held, and close every bank account before filing. These are outside MCA, but they are the loose ends that resurface after strike off.
We see three repeat issues in North and West Delhi LLPs: a GST registration left active with returns still falling due, a current account closed without a closure letter, and a lease agreement that was never ended for the registered office. Use our page on GST cancellation to close the GST side properly first.
How does CA in Delhi handle LLP closure?
We take an LLP from review to strike off from our office at Netaji Subhash Place, near Netaji Subhash Place metro. You get a fixed written quote before work starts that lists the pending filings, the closure steps and the government fees payable along the way.
What you send: the LLPIN, the LLP agreement, bank statements since the last filing, GST details and partner contact details. What you get back: a written gap list, filed Form 8 and Form 11 backlog, the certified statement of accounts, drafted affidavits and indemnity, the filed Form 24 and updates until the name is struck off.
- Moneymji lists LLP work and ROC compliance, the two parts of most closures.
- Khubchandani & Co. Chartered Accountants handles the GST, TDS and accounting clean-up that closures depend on.
LLPs based near Rohini can also see our page for a CA in Rohini, and anyone searching locally can use accountant near me. Call or WhatsApp +91 99114 92897.
Frequently asked questions
Can an LLP be closed if it never started business?
Yes. An LLP that never commenced business can apply in Form 24, provided it has no assets or liabilities and all partners consent. Its pending annual returns still need to be filed first, even if they show nil figures, because MCA checks the filing record.
Is an LLP's PAN cancelled after strike off?
Strike off does not automatically settle the tax side. The final income tax return should be filed, any refund or demand resolved, and TDS returns closed if the LLP deducted tax. Request surrender of the PAN through the income tax department once the LLP is dissolved.
Can one partner close an LLP without the other's consent?
Not through Form 24. The strike-off route needs consent of all partners. If a partner refuses or cannot be traced, the options are to resolve it under the LLP agreement, have the partner exit formally, or use a winding up route. We look at the agreement before advising.
Does a CA have to certify the statement of accounts for LLP closure?
Yes. The statement of accounts or assets and liabilities filed with Form 24 is certified by a practising chartered accountant, showing that the LLP has nil assets and nil liabilities as of a recent date. A practising CA from a listed firm or our partner network prepares it after reviewing the bank statements and books.
What happens to the LLP's bank account during closure?
It is closed before Form 24 is filed, once all receipts and payments have cleared. The bank's closure letter is kept as evidence. Any balance left is paid out to partners according to the LLP agreement, after settling dues.
Can a struck-off LLP be revived?
Restoring a struck-off LLP is a formal legal process that takes time and cost, and it is not something to plan on. If there is any chance you will need the LLP again, or it holds a contract or licence, discuss that before filing Form 24.
Do I need to cancel GST before LLP closure?
Yes. File the final GST returns and apply for cancellation before filing Form 24. A GST registration left active keeps generating return obligations and late fees on the GST portal, even after the LLP has stopped business.
Is LLP closure cheaper than keeping the LLP compliant?
Usually, if there are no plans to restart. A one-time closure ends Form 8, Form 11 and ITR obligations for good. For an LLP with a long backlog, compare the cost of clearing it and closing against the yearly cost of staying compliant. We give you both numbers.
Can I close an LLP online from outside Delhi?
Yes. Form 24 is filed electronically with DSCs, and affidavits can be notarised where you live. Partners in other cities or abroad send scans by email or WhatsApp, and originals by courier when needed.