This chapter lays down the foundational provisions of the LLP Rules, including definitions, scope, and commencement of the rules. It sets the legal framework for interpreting subsequent chapters and ensures clarity on terminologies such as "LLP", "Partner", and "Designated Partner".
This chapter outlines the legal structure of an LLP, emphasizing its separate legal entity status and the limited liability protection afforded to its partners. It clarifies the rights and obligations that arise from this business form, distinguishing it from other entities like partnerships and companies.
This chapter governs the procedure for obtaining the Designated Partner Identification Number (DPIN), a unique identifier similar to a DIN under the Companies Act. It includes rules on application, verification, and the use of DPIN in official documents.
This chapter provides the detailed process for incorporating an LLP, including name reservation, submission of incorporation documents, issuance of the Certificate of Incorporation, and registration of the LLP Agreement.
This chapter defines the rights, duties, and responsibilities of partners in an LLP. It covers aspects such as admission and cessation of partners, mutual rights governed by agreement, and provisions applicable in the absence of an agreement.
This chapter explains the permissible forms of partner contribution to an LLP, including tangible and intangible assets, cash, and services. It also covers valuation and disclosure requirements for contributions made.
This chapter mandates LLPs to maintain proper books of accounts, prepare statements of accounts and solvency, and file annual returns. It includes timelines, formats, and certification requirements for financial documents.
This chapter prescribes the period for retaining statutory records and the procedure for lawful destruction of outdated or obsolete documents maintained by the LLP or Registrar.
This chapter provides for investigation into the affairs of an LLP on orders of the Central Government. It outlines the powers of inspectors, conduct of investigations, and rights of stakeholders during the process.
This chapter provides the procedure for converting various business entities, such as partnership firms and companies, into LLPs. It details the documentation, compliance, and registration requirements for conversion.
This chapter regulates the establishment and operation of Foreign LLPs in India. It outlines registration requirements, compliance with Indian laws, and reporting obligations for foreign LLPs.
This chapter lays down the procedures for effecting compromises, arrangements, or reconstructions involving LLPs. It involves approval by partners, Tribunal orders, and protection of creditors' interests.
This chapter mandates digital filing of forms and returns with the Registrar. It specifies the formats, authentication procedures, and use of digital signatures to ensure compliance in an electronic environment.
This chapter provides the process for striking off the name of a defunct LLP from the register maintained by the Registrar. It includes conditions for eligibility, application process, and final dissolution.
This chapter outlines the detailed steps and legal implications involved in converting a traditional partnership firm into an LLP, including continuation of business, asset transfer, and liabilities.
This chapter prescribes the process for converting a private limited company into an LLP. It highlights compliance with regulatory requirements, shareholder approvals, and post-conversion obligations.
This chapter details the conversion of unlisted public companies into LLPs. It includes the procedural framework, requirements for approval, and effect on the companyβs rights and liabilities.
This chapter provides the legal mechanism for compounding offences under the LLP Act. It allows for the settlement of non-compliant matters without prosecution, subject to conditions and penalties imposed by the authorities.
This chapter provides detailed definitions and clarifications for key terms used throughout the Companies Act, 2013, helping standardize interpretation and application of the law.
This chapter lays out the procedure for incorporating a company in India, including name reservation, document submission, and certificate of incorporation issuance.
This part governs the issue of prospectus, private placement procedures, and allotment of shares and debentures to investors in compliance with disclosure norms.
These rules regulate the issuance of Global Depository Receipts (GDRs) by Indian companies to access foreign capital markets, ensuring transparency and investor protection.
This chapter details provisions related to share capital structure, issuance and redemption of debentures, and related corporate actions such as buybacks and bonus issues.
This chapter prescribes conditions under which companies can accept deposits from members and the public, with mandatory disclosures, credit ratings, and deposit insurance.
These rules require companies to register charges created on their assets or undertakings with the Registrar of Companies to ensure transparency and creditor protection.
This chapter covers key aspects of corporate governance, including maintenance of registers, conduct of general meetings, and filing of returns with the Registrar.
These rules regulate the declaration and distribution of dividends by companies, ensuring protection of shareholder interests and compliance with financial norms.
These rules govern the constitution, functioning, and administration of the IEPF Authority, including appointments and operational procedures.
These rules lay down the process for transferring unclaimed dividends and shares to the IEPF and the refund mechanisms for rightful claimants.
This chapter prescribes the format and standards for preparation of financial statements, audit trail, and filing requirements for statutory accounts.
These rules establish the NFRAβs powers and procedures for regulating audit and accounting standards to enhance audit quality and financial disclosures.
These rules provide the procedural framework for NFRAβs internal meetings and decision-making processes.
This set of rules mandates the implementation of Ind AS by specified classes of companies to align Indian accounting practices with global standards.
These rules prescribe the formulation, execution, and disclosure of CSR policies by eligible companies as per Section 135 of the Companies Act.
These rules define the appointment, rotation, and responsibilities of auditors, along with procedures for reporting and resignation.
This rule mandates cost record maintenance and cost audit for companies operating in regulated sectors or meeting specific financial thresholds.
These rules introduce the XBRL format for filing financial statements to enhance transparency, standardization, and machine-readability.
This chapter outlines qualifications, disqualifications, and procedures for appointment and resignation of company directors.
This chapter governs Board meetings, quorum, resolutions, and delegated powers of the Board of Directors.
These rules define the procedure for appointing and determining the remuneration of key managerial personnel, including managing and whole-time directors.
This chapter provides for government inspection, detailed investigations, and inquiries into company affairs, based on complaints or public interest.
These rules provide the legal basis and procedures for arresting persons involved in frauds detected by the SFIO.
This chapter governs mergers, demergers, and arrangements between companies and creditors or shareholders through Tribunal-supervised processes.
These rules introduce mechanisms for amicable settlement of corporate disputes via mediation and conciliation panels established by the Tribunal.
This chapter enables minority shareholders to approach the Tribunal in cases of mismanagement or oppressive conduct by majority stakeholders.
This chapter regulates the qualification, registration, and functioning of registered valuers, ensuring credible valuations for transactions like mergers or asset sales.
This chapter provides procedures for voluntary or Registrar-initiated removal of companies from the official register in case of inactivity or default.
These rules provide for revival and restructuring of financially distressed companies under a Tribunal-monitored framework.
This chapter details the process of voluntary or Tribunal-directed winding up of companies, including appointment of liquidators and settlement of liabilities.
These rules govern the conversion of partnership firms, LLPs, and other unregistered entities into registered companies under the Act.
This chapter specifies compliance requirements for foreign companies operating in India, including registration, disclosures, and appointment of authorized representatives.
This chapter prescribes the jurisdiction, powers, and functioning of Registrar offices and fee structure for various filings and registrations.
These rules apply to Nidhi companies, prescribing norms for deposits, loans, membership, and prudential norms to ensure financial stability.
These rules detail the procedure to be followed in proceedings before the NCLT, ensuring fairness, transparency, and adherence to natural justice.
These include rules on salaries, recruitment, and specific procedures for capital reduction, pending proceedings, and tribunal administration, ensuring operational efficiency and legal clarity.
These rules govern the functioning of special courts and establish mediation procedures for corporate disputes under judicial supervision.
These rules provide the framework for adjudicating penalties for non-compliance with provisions of the Companies Act by appointed adjudicating officers.
This part covers various administrative and procedural provisions not specifically dealt with in other chapters of the rules.
This includes rules on registered valuers and valuation, limits on number of layers, significant beneficial ownership, databank of independent directors, new winding-up rules, and special rules for listing in permissible jurisdictions, reflecting evolving regulatory priorities.
Specifies the two primary modes for winding up an LLP: voluntary winding up by the partners and compulsory winding up by the Tribunal.
Details the procedure for voluntary winding up, including resolution by partners, appointment of liquidator, and filing of necessary declarations and reports.
Outlines the grounds and process for winding up by the Tribunal, such as inability to pay debts, conduct against public interest, or default in filings.
Provides common provisions applicable to both voluntary and Tribunal-ordered winding up, ensuring uniformity in administration.
Defines the general procedural rules applicable to winding-up matters before the Tribunal, including modes of service, affidavits, and hearing conduct.
Details filing of winding-up petitions, appointment of provisional liquidators, issue of winding-up orders, and submission of statement of affairs by LLP.
Provides the process for the liquidator to determine, settle, and finalize the list of creditors entitled to claims during winding up.
Outlines procedures for convening, conducting, and recording meetings of creditors and partners during winding up processes.
Regulates the use and submission of proxy forms to represent creditors or partners in meetings convened under the rules.
Specifies rules for the participation, appearance, and representation of creditors and partners in Tribunal proceedings.
Provides guidelines for collecting LLP assets, realizing outstanding dues, and distributing proceeds among creditors and partners.
Outlines procedures for recovering unpaid contributions or amounts due from partners during the course of winding up.
Empowers the Tribunal to summon individuals for examination regarding LLP property or fraudulent conduct.
Allows the liquidator to file applications against persons responsible for misfeasance, breach of duty, or fraud.
Permits the liquidator to settle or abandon claims in the best interest of creditors and partners, with Tribunal approval where required.
Describes procedures for sale of LLP property, assets, or business by the liquidator, including valuations and notices.
Governs declaration and payment of distributable sums and returns of capital to partners after satisfying creditors.
Details the process of final report submission and dissolution of the LLP once winding up is complete.
Mandates maintenance of proper books, accounts, and records by the liquidator during winding up.
Specifies rules for opening and managing a separate bank account for all receipts and payments during liquidation.
Permits investment of surplus funds of the LLP during winding up in approved instruments, ensuring safety and returns.
Requires periodic filing and auditing of the liquidatorβs accounts and permits inspection by creditors and partners.
Applies to cases where voluntary winding up is carried out under the supervision of the Tribunal, balancing flexibility and oversight.
Outlines the powers, duties, and appointment procedures for LLP liquidators in voluntary winding up cases.
Mandates transfer of unclaimed funds and undistributed assets to the designated liquidation account maintained by the government.
Specifies the manner of accounting and prioritizing costs, charges, and fees related to winding up proceedings.
This rule provides the title of the rules as "The Companies Unpaid Dividend (Transfer to General Revenue Account of the Central Government) Rules, 1978" and specifies the date from which the rules shall come into force.
This rule defines key terms used in the rules such as "Act", "Registrar", "Form", and other expressions to ensure uniform interpretation and implementation.
Specifies that all unpaid or unclaimed dividend amounts remaining with a company for a specified period must be transferred to the General Revenue Account of the Central Government within a prescribed time frame.
Mandates that the company must file a detailed statement with the Registrar, listing names, addresses, and other particulars of persons whose dividends remain unpaid or unclaimed, along with the amount due to each.
This rule, if inserted later, generally deals with the format, verification, or electronic filing of statements mentioned in Rule 4, or may lay down additional procedural requirements. (Exact wording depends on latest updates.)
Directs the Registrar to maintain a consolidated account of all unpaid dividends transferred to the General Revenue Account, along with individual records of claimants for ease of reference and verification.
Provides the procedure for rightful claimants to apply and receive the unpaid dividend amount transferred to the General Revenue Account. It includes submitting a prescribed form with proof of entitlement.