# LLP Closure — Strike Off with Form 24

> An LLP that has not carried on business for a year or more, or never started business, can apply to have its name struck off by filing Form 24 under Rule 37 of the LLP Rules. All partners must consent, the LLP must have nil assets and liabilities (certified by a CA), and its annual returns must be filed up to the year it stopped business. The application is processed centrally by the Centre for Processing Accelerated Corporate Exit (C-PACE).

Practice: Conversions, Changes & Closure — https://www.industax.com/services/business-changes/

Closing an LLP doesn't remove past obligations — the Registrar checks that Form 8 and Form 11 have been filed up to the year of cessation, and any tax due must be settled. Bank accounts are closed before filing, and GST registration cancelled.

If the LLP has assets or liabilities, it can't use the strike-off route and must be wound up voluntarily under the Insolvency and Bankruptcy Code or by the Tribunal, which takes longer. We confirm the right route before starting.

## Key facts

| Item | Detail |
| --- | --- |
| Form | Form 24 (Rule 37, LLP Rules 2009) |
| Eligibility | No business for 1 year+, or never commenced |
| Condition | Nil assets and liabilities, all partners consent |
| Pre-requisite | Form 8/11 filed up to the year of cessation |
| Processing | Centralised at C-PACE |

## Who needs this

- Inactive LLPs accumulating late fees
- Partners who started an LLP that never traded
- LLPs being replaced by a company

## What's included

- Eligibility and backlog review
- Pending Form 8/11 filings
- Statement of accounts and affidavits
- Form 24 filing and GST cancellation

## Documents

- Statement of nil assets and liabilities (CA-certified)
- Partners' consent and affidavits
- Bank account closure letter
- Latest ITR acknowledgement

## Process

1. **Clean up** — Pending filings cleared, bank account closed.
2. **Apply** — Form 24 filed with consent and statements.
3. **Close** — Public notice and strike-off order.

## FAQs

### Can I close an LLP without filing pending returns?

No. The overdue Form 8 and Form 11 up to the financial year in which the LLP stopped business must be filed before Form 24, along with the applicable late fees.

### What if the LLP still has assets?

It must first dispose of them and settle liabilities, or use voluntary liquidation under the Insolvency and Bankruptcy Code. Strike-off is only for LLPs with nil assets and liabilities.

### Can a struck-off LLP be revived?

Yes. A partner, creditor or the LLP can apply to the Tribunal for restoration within the time allowed, if it was carrying on business or it is otherwise just to restore it.

## Official sources

- Ministry of Corporate Affairs — MCA21 portal: https://www.mca.gov.in/

---
Canonical page: https://www.industax.com/services/business-changes/llp-closure-form-24
Publisher: Indus Tax — CA-led tax and compliance firm (https://www.industax.com). Contact: info@industax.com, 9059139258.
This is general information, not advice for your specific facts.