R Sogani & Associates

Chartered Accountants

LIMITED LIABILITY PARTNERSHIP

QUERY

1. Whether LLP Form-3 (Form-3) is required to be filed in case of any changes

(may be on account of introduction or withdrawal of amount) made by the
partner under Partner’s Current Account?

ANALYSIS OF RELATED POINTS OF FORM-3 W.R.T ABOVE QUERY

a) As per ‘instructions for filling of Form-3’ issued by MCA, LLP Form-3 is

required to be filed with regards to LLP Agreement and changes, if any,
made therein.

b) Part-B of the Form-3 specify the details regarding ‘Filing information with
regards to changes (addition, omission or alter) in the LLP agreement.

c) Clause 21(a) of the Form-3 requires to fill the details related to ‘partners
obligation to contribute money or property or other benefit or to perform
services and details of their profit - sharing ratio, after change in LLP
Agreement’. Screenshot of the same is enclosed hereunder for you
reference.

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 R Sogani & Associates
Chartered Accountants

CONCLUSION:

a) As Clause 21(a) of the Form requires to disclose the details related to “Changes
in ‘Partner’s Obligation’ to contribute money, after changes in LLP
Agreement.

To trigger the filing of Form-3, change in LLP Agreement is required and due
to such change, obligation to contribute money shall be a pre-requisite and
such obligation is related to Fixed capital contribution only and not current
account transactions.

Further, in LLP Agreements drafted at our office, below attached relevant

portion of the agreement, clearly specify that the LLP may introduce temporary
funds in the business, which shall not form part of Capital Contribution of
partners:

b) So, Form-3 is required to be filed only when there is change in Fixed

Capital Contribution, which is mentioned in the LLP Agreement.

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 R Sogani & Associates
Chartered Accountants

The Way Forward:

The Capital Contribution clause in LLP Agreement shall be drafted in the following
manner:

CA Arpit Gokhroo
(Internal Audit||LLP)

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