Regulatory Insights

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Regulatory Insights

25 August 2023

MCA issues circular to condone delay in filing of forms by LLPs

In brief

The Ministry of Corporate Affairs (MCA) has issued a circular¹ with the objective of condoning delays in filing of the f ollowing forms by Limited Liability Partnerships (LLPs).

• Form-3 (LLP Agreement and changes therein)

• Form-4 (Notice of appointment, cessation, change of name/ address/ designation of a designated partner or partner and consent to become partner/ designated partner)

• Form-11 (Annual Return of LLP)

At present, several stakeholders are f acing numerous technical issues in f iling these f orms under the MCA v3 portal, including on account of mismatch in the master data in the electronic registry of the MCA. Taking cognisance of these issues and to promote ease of doing business, the MCA, in exercise of its powers under section 67 of the LLP Act, 2008, read with section 460 of the Companies Act, 2013 (which was made applicable to LLPs through a notification²), has decided to grant a one-time relaxation in additional fees and protection towards liabilities against action for delayed filings.

In detail

The key considerations under this circular are listed below.

a) The above-mentioned forms (i.e. Form-3, Form-4 and Form-11) will be available for stakeholders with effect f rom 1 September 2023 till 30 November 2023.

b) The LLPs availing this scheme will be immune from any action for delay filing of the Forms.

c) In relation to Form-3 and Form-4

• These forms will be processed in straight-through processing mode for all purposes, except change in business activities.

• The forms will have the facility to edit the pre-filled information. The stakeholders will have the

1 General Circular No. 08/2023 dated 23 August 2023

2 Notification No. G.S.R. 59(E) dated 30 January 2020

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opportunity to correct the master data, where there is a data mismatch.

• The waiver of additional fees for Form-3 and Form-4 will be done in the following manner.

i. In case the events occurred from 1 January 2021 onwards – There will be no additional fee levied on the LLPs.

ii. In case the events occurred prior to 1 January 2021, the applicable additional fee is as follows.

Small LLPs – two times that of normal fees

Other than Small LLPs – f our Times that of normal fees d) In relation to Form-11.

i. In case the f iling of Form-11 pertains to financial year (FY) 2021–22 onwards – There will be no additional fee levied on the LLPs.

ii. In case the f iling pertains to the years prior to the FY 2021–22 – The applicable additional fee levied will be as f ollows.

Small LLPs – two times that of normal fees

Other than Small LLPs – f our times that of normal fees The takeaways

The circular issued by MCA will go a great extent to alleviate challenges faced by the stakeholders in filing forms, specifically owing to mismatch in the pre-f illed inf ormation. It will also address concerns on the additional fees payable for filing delays in cases where filings could not be completed owing to technical issues.

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pwc.in

In this document, “PwC” refers to PricewaterhouseCoopers Private Limited (a limited liability company in India having Corporate Identity Number or CIN : U74140WB1983PTC036093), which is a member firm of PricewaterhouseCoopers International Limited (PwCIL), each member firm of which is a separate legal entity.

Regulatory Insights

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PwC ref ers to the PwC network and/or one or more of its member f irms, each of which is a separate legal entity. Please see www.pwc.com/structure for further details.

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