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Reporting of Alteration – LLP & FLLP Structural Changes | NDS Avla

Reporting of Alteration – LLP & FLLP Change Notification to the ROC

Timely Reporting of All Structural and Constitutional Alterations to the Registrar of Companies Under the LLP Act 2008 and LLP Rules 2009

The LLP Act 2008 and the LLP Rules 2009 impose a clear obligation on every Limited Liability Partnership — and every Foreign LLP operating in India — to report any alteration in its registered particulars to the Registrar of Companies within prescribed time frames. These "reportable alterations" span a wide range of events: changes to the LLP Agreement, changes in partners or designated partners, changes in the registered office address, changes in the LLP's name, and — for Foreign LLPs — changes in home-country registration details, principal officers, or constitutional documents.

The term "reporting of alteration" is used to describe the collective obligation to keep the ROC's records perpetually current and accurate. Each type of alteration has its own dedicated MCA form and filing deadline. Missing any reporting deadline triggers daily late fees — and in some cases, can result in the ROC treating the LLP as non-compliant and initiating suo motu action.

Our Alteration Reporting Services

Partner Alteration Reporting

Filing Form 4 for any change in the composition of partners — new partner admission, partner retirement, cessation on death, or change in Designated Partner status — within 30 days of the event.

LLP Agreement Alteration

Filing Form 3 for changes in the LLP Agreement — profit-sharing ratio, contribution, governance clauses, business objects, or any other amendment to the LLP's constitutional document.

Registered Office Alteration

Filing Form 15 for any change in the LLP's registered office address — within the same city, to another city in the same state, or (with Form 3 amendment) to another state.

LLP Name Change Reporting

Filing Form 5 to report a voluntary name change, or compliance with a Central Government direction to change name under Section 18 of the LLP Act — within 30 days of the partner decision or government direction.

FLLP Home Country Alterations

For Foreign LLPs: reporting changes in home-country registration details, amended LLP Agreement, change of principal officers, or changes in Indian Authorised Representative — all within 30 days of the alteration.

Cessation of Indian Business (FLLP)

When a Foreign LLP ceases to carry on business in India, this cessation must also be formally reported to the ROC — triggering the process of closing the FLLP's Indian registration and updating MCA records accordingly.

Alteration Reporting — Form Reference Guide

Alteration TypeForm to FileDeadline
LLP Agreement changeForm 330 days from consent date
Partner / Designated Partner changeForm 430 days from change
Registered office address changeForm 15 (+ Form 3 if cross-state)30 days from change
LLP name changeForm 530 days from partner resolution
FLLP home country LLP Agreement amendedAlteration form per FLLP rules30 days from amendment
FLLP Authorised Representative changeAlternative particulars form30 days from change
FLLP cessation of Indian businessCessation intimation formWithin prescribed period
⚠️ All LLP alteration reporting deadlines run from the date the alteration actually occurs — not from when the partners became aware of it, or when they decided to report it. The 30-day clock starts on the event date. Late fee: ₹100 per day per form, with no upper cap.

Frequently Asked Questions

What is the penalty for not reporting an alteration on time?
The penalty for late filing of any LLP alteration form is ₹100 per day from the deadline date to the actual filing date — with no maximum cap. This applies to each form independently. If a single alteration event triggers both Form 3 and Form 4 (e.g. a partner joining changes both the partner list and the LLP Agreement), late filing of both forms attracts ₹100/day per form — meaning ₹200/day in combined late fees. For FLLP alteration forms, the same ₹100/day penalty structure applies.
Can multiple alterations be reported in a single MCA filing?
Generally, no. Each type of alteration has its own dedicated MCA form — Form 3 for LLP Agreement changes, Form 4 for partner changes, Form 15 for address changes, and Form 5 for name changes. These cannot be combined into a single form. However, related alterations that occur simultaneously (e.g. a partner joining that also results in an LLP Agreement amendment) can be filed on the same day — reducing the administrative burden even if the forms are technically separate filings.
Does a change in profit-sharing ratio always require Form 3?
Yes. The profit-sharing ratio is a key term of the LLP Agreement, and any change to it constitutes an alteration of the LLP Agreement — requiring a Supplementary LLP Agreement to be executed and Form 3 to be filed with the ROC within 30 days. Even if all partners verbally agree to a different profit-sharing arrangement, that arrangement is not officially recognised in the MCA's records until Form 3 is filed. For tax purposes, the Income Tax Department may also scrutinise profit allocations that differ from what is on record in the filed LLP Agreement.

Alteration in Your LLP? Report It Within 30 Days.

Our LLP compliance team identifies all reportable alterations arising from a change event, prepares the correct forms, and files them on time — preventing late fees and keeping your MCA records perpetually current.

Report Alteration Now
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