How to Change the Name of LLP in India?

How to Change the Name of LLP in India?. A Limited Liability Partnership (LLP) is a widely preferred business structure in India, combining the flexibility of a partnership with the limited liability benefits of a company. Businesses may need to change LLP name due to various reasons such as rebranding, legal compliance, mergers, or business expansion.
The LLP name change process requires approval from the Ministry of Corporate Affairs (MCA), submission of prescribed forms, and updating official records. This guide provides a step-by-step overview of the procedure, compliance requirements, fees, and necessary documentation for modifying your MCA LLP Registration.
Reasons for Changing the LLP Name
An LLP may decide to change its name due to various business or legal reasons, including:
1. Rebranding or Business Expansion: To reflect a new vision, market positioning, or business strategy.
2. Legal Requirements: If the existing name conflicts with another registered entity or violates MCA LLP Registration guidelines.
3. Merger or Acquisition: When an LLP merges with another entity or undergoes structural changes.
4. Voluntary Change by Partners: Partners may decide to rename the LLP to align with business growth.
Whatever the reason, changing an LLP’s name requires compliance with MCA guidelines and approval from the Registrar of Companies (ROC).
Legal Requirements for Changing LLP Name
Before initiating a name change, an LLP must meet the following requirements:
1. The new name must be unique and not similar to an existing company or LLP registered under MCA.
2. The LLP must be compliant with all legal filings, including LLP Registration Fees, annual returns, and tax filings.
3. The change must be approved by all designated partners through a formal resolution.
Ensuring compliance with these requirements will prevent unnecessary delays or rejections during the name change process.
Step-by-Step Process to Change LLP Name
The process of changing an LLP’s name involves three major steps:
Step 1: Check Name Availability and Reserve a New Name
The first step in changing an LLP’s name is to ensure that the new name is available and not already registered with the MCA.
(a) Conduct a name search on the MCA portal to check availability.
(b) Submit an application for name reservation using RUN-LLP (Reserve Unique Name – LLP) Form on the MCA website.
(c) The name must comply with MCA LLP Registration guidelines and should not be identical or similar to an existing entity.
(d) The MCA will approve or reject the name within 10-15 working days.
Once approved, the name remains reserved for 90 days, during which the LLP must complete the name change process.
Step 2: Pass a Resolution for Name Change
After securing name approval, the LLP must hold a meeting of partners to pass a resolution for the name change.
(a) The LLP Agreement must be amended to reflect the new name.
(b) A Special Resolution (SR) must be passed by the partners.
(c) The resolution must be documented and signed by all designated partners.
This step ensures that all partners are in agreement with the proposed name change.
Step 3: File Form 5 for Name Change Approval
Once the resolution is passed, the LLP must file Form 5 (Notice for Change of Name of LLP) with the MCA.
(a) Log in to the MCA LLP Registration portal and submit Form 5.
(b) Provide details of the existing name, new name, and LLP Registration Certificate details.
(c) Attach the Special Resolution document passed by partners.
(d) Pay the prescribed LLP Registration Fees for name change processing.
The MCA reviews the application and, upon approval, issues a Certificate of Name Change.
Step 4: Update LLP Agreement and File Form 3
Once the new name is approved, the LLP Agreement must be updated accordingly.
(a) Prepare an amended LLP Agreement with the new name.
(b) File Form 3 (Information about LLP Agreement changes) with the MCA within 30 days of receiving the name change approval.
(c) Attach a copy of the updated LLP Agreement signed by all partners.
This ensures that the LLP’s legal documents are in compliance with MCA regulations.
LLP Registration Fees for Name Change
The government fee for changing the name of an LLP varies based on the capital contribution of the partners:

Up to Rs.1 lakh: Rs.500

Rs.1 lakh – Rs.5 lakh: Rs.2,000

Rs.5 lakh – Rs.10 lakh: Rs.4,000

Above Rs.10 lakh: Rs.5,000

Additional professional fees may apply if legal consultation is required.
LLP Registration Documents Required for Name Change
To successfully change an LLP’s name, the following documents are required:

Process

Required Documents

For Name Approval (RUN-LLP Form)

- Proposed new name details  - LLP Registration Certificate copy

For Filing Form 5

- Special Resolution copy signed by partners  - LLP Agreement reflecting the new name  - Payment confirmation of LLP Registration Fees

For Filing Form 3

- Amended LLP Agreement  - Certificate of Name Change issued by MCA

Ensuring all documents are correctly submitted will prevent processing delays.
Post Name-Change Compliance
After receiving the new name approval, the LLP must update its name across all official records, including:
1. Bank Account Details: Update the LLP’s bank records to reflect the new name.
2. Tax Registrations (GST, PAN, TAN): Update tax records with the new name.
3. IEC Registration (Import Export Code): If the LLP is engaged in international trade, update the IEC Registration details.
4. Startup India Registration: If the LLP is a Startup India-recognized entity, inform the Startup India portal about the name change.
5. Business Licenses and Permits: Update all government-issued permits and registrations.
Failing to update these records can lead to discrepancies in legal and financial documentation.
LLP Registration in India and Name Change Compliance
For LLPs in India, name change compliance is governed by the Limited Liability Partnership Act, 2008. It is essential to follow proper MCA procedures to avoid penalties or legal complications.
Some key compliance measures include:
(a) Filing Form 11 (Annual Return) and Form 8 (Financial Statements) on time.
(b) Maintaining updated LLP agreements and resolutions.
(c) Keeping proper financial records in case of audits.
Following these guidelines ensures that the LLP remains legally compliant with post-name change.
Conclusion
Changing the name of an LLP in India is a structured process that requires MCA approval, partner consent, and legal documentation. By following the correct steps—checking name availability, passing a resolution, filing Form 5, and updating the LLP Agreement—businesses can smoothly transition to their new identity.
Additionally, updating essential registrations like IEC Registration, Startup India Registration, GST, and banking details ensures a seamless transition.
For any LLP considering a name change, adhering to MCA LLP Registration guidelines and timely documentation is key to a hassle-free process.
Frequently Asked Questions
Q1. What is the process to change the name of an LLP in India?
Ans. The process involves name approval via RUN-LLP Form, partner resolution, filing Form 5 with MCA, and updating the LLP Agreement via Form 3.
Q2. How long does it take to change an LLP’s name?
Ans. The name change process typically takes 15–30 days, depending on MCA approval and document submission.
Q3. What are the government fees for changing an LLP’s name?
Ans. The LLP name change fee varies from ?500 to ?5,000, based on the LLP’s capital contribution.
Q4. Can an LLP name be changed without partner approval?
Ans. No, all designated partners must pass a special resolution approving the name change.
Q5. Is a new LLP Registration Certificate issued after a name change?
Ans. Yes, MCA issues a Certificate of Name Change, but the LLP’s registration number remains the same.
Q6. Do I need to update PAN, GST, and bank details after changing the LLP name?
Ans. Yes, all legal, tax, and financial records must be updated to reflect the new LLP name.

A Limited Liability Partnership (LLP) is a widely preferred business structure in India, combining the flexibility of a partnership with the limited liability benefits of a company. Businesses may need to change LLP name due to various reasons such as rebranding, legal compliance, mergers, or business expansion.

The LLP name change process requires approval from the Ministry of Corporate Affairs (MCA), submission of prescribed forms, and updating official records. This guide provides a step-by-step overview of the procedure, compliance requirements, fees, and necessary documentation for modifying your MCA LLP Registration.

Reasons for Changing the LLP Name

An LLP may decide to change its name due to various business or legal reasons, including:

1. Rebranding or Business Expansion: To reflect a new vision, market positioning, or business strategy.

2. Legal Requirements: If the existing name conflicts with another registered entity or violates MCA LLP Registration guidelines.

3. Merger or Acquisition: When an LLP merges with another entity or undergoes structural changes.

4. Voluntary Change by Partners: Partners may decide to rename the LLP to align with business growth.

Whatever the reason, changing an LLP’s name requires compliance with MCA guidelines and approval from the Registrar of Companies (ROC).

Legal Requirements for Changing LLP Name

Before initiating a name change, an LLP must meet the following requirements:

1. The new name must be unique and not similar to an existing company or LLP registered under MCA.

2. The LLP must be compliant with all legal filings, including LLP Registration Fees, annual returns, and tax filings.

3. The change must be approved by all designated partners through a formal resolution.

Ensuring compliance with these requirements will prevent unnecessary delays or rejections during the name change process.

Step-by-Step Process to Change LLP Name

The process of changing an LLP’s name involves three major steps:

Step 1: Check Name Availability and Reserve a New Name

The first step in changing an LLP’s name is to ensure that the new name is available and not already registered with the MCA.

(a) Conduct a name search on the MCA portal to check availability.

(b) Submit an application for name reservation using RUN-LLP (Reserve Unique Name – LLP) Form on the MCA website.

(c) The name must comply with MCA LLP Registration guidelines and should not be identical or similar to an existing entity.

(d) The MCA will approve or reject the name within 10-15 working days.

Once approved, the name remains reserved for 90 days, during which the LLP must complete the name change process.

Step 2: Pass a Resolution for Name Change

After securing name approval, the LLP must hold a meeting of partners to pass a resolution for the name change.

(a) The LLP Agreement must be amended to reflect the new name.

(b) A Special Resolution (SR) must be passed by the partners.

This step ensures that all partners are in agreement with the proposed name change.

Step 3: File Form 5 for Name Change Approval

Once the resolution is passed, the LLP must file Form 5 (Notice for Change of Name of LLP) with the MCA.

(a) Log in to the MCA LLP Registration portal and submit Form 5.

(b) Provide details of the existing name, new name, and LLP Registration Certificate details.

(d) Pay the prescribed LLP Registration Fees for name change processing.

The MCA reviews the application and, upon approval, issues a Certificate of Name Change.

Step 4: Update LLP Agreement and File Form 3

Once the new name is approved, the LLP Agreement must be updated accordingly.

(a) Prepare an amended LLP Agreement with the new name.

(b) File Form 3 (Information about LLP Agreement changes) with the MCA within 30 days of receiving the name change approval.

This ensures that the LLP’s legal documents are in compliance with MCA regulations.

LLP Registration Fees for Name Change

The government fee for changing the name of an LLP varies based on the capital contribution of the partners:

Up to Rs.1 lakh: Rs.500
Rs.1 lakh – Rs.5 lakh: Rs.2,000
Rs.5 lakh – Rs.10 lakh: Rs.4,000
Above Rs.10 lakh: Rs.5,000

Additional professional fees may apply if legal consultation is required.

LLP Registration Documents Required for Name Change

To successfully change an LLP’s name, the following documents are required:

Process	Required Documents
For Name Approval (RUN-LLP Form)	- Proposed new name details - LLP Registration Certificate copy
For Filing Form 5	- Special Resolution copy signed by partners - LLP Agreement reflecting the new name - Payment confirmation of LLP Registration Fees
For Filing Form 3	- Amended LLP Agreement - Certificate of Name Change issued by MCA

Ensuring all documents are correctly submitted will prevent processing delays.

Post Name-Change Compliance

After receiving the new name approval, the LLP must update its name across all official records, including:

1. Bank Account Details: Update the LLP’s bank records to reflect the new name.

2. Tax Registrations (GST, PAN, TAN): Update tax records with the new name.

3. IEC Registration (Import Export Code): If the LLP is engaged in international trade, update the IEC Registration details.

4. Startup India Registration: If the LLP is a Startup India-recognized entity, inform the Startup India portal about the name change.

5. Business Licenses and Permits: Update all government-issued permits and registrations.

Failing to update these records can lead to discrepancies in legal and financial documentation.

LLP Registration in India and Name Change Compliance

For LLPs in India, name change compliance is governed by the Limited Liability Partnership Act, 2008. It is essential to follow proper MCA procedures to avoid penalties or legal complications.

Some key compliance measures include:

(a) Filing Form 11 (Annual Return) and Form 8 (Financial Statements) on time.

(b) Maintaining updated LLP agreements and resolutions.

Following these guidelines ensures that the LLP remains legally compliant with post-name change.

Conclusion

Changing the name of an LLP in India is a structured process that requires MCA approval, partner consent, and legal documentation. By following the correct steps—checking name availability, passing a resolution, filing Form 5, and updating the LLP Agreement—businesses can smoothly transition to their new identity.

Additionally, updating essential registrations like IEC Registration, Startup India Registration, GST, and banking details ensures a seamless transition.

For any LLP considering a name change, adhering to MCA LLP Registration guidelines and timely documentation is key to a hassle-free process.