Withdrawal of LLP Contribution.

[CS Kingsman]

Hi all,

Please advise on How to withdraw contribution of designated partners, if the Partners wants to close the LLP?

[CA.Chandrasekaran Ramadurai]

5.  What are the restrictions on the withdrawal of the contribution by the partners?

Ans: There is no such specific restrictions on the withdrawal of the contribution by the partners as per LLP Act,2008 and LLP Rules,2009  and is guided by the provisions contained in the LLP Agreement.

FAQs On Partners's Contribution And Transactions Of Partners With LLP

• 1What is the manner in which a partner of an LLP can bring his contribution? How will it be recorded/disclosed in the accounts?

  Partner’s contribution may consist of both tangible and/or intangible property and any other benefit to the LLP. The monetary value of contribution of each partner shall be accounted for and disclosed in the accounts of the limited liability partnership in the manner as may be prescribed in the rules.

• 2Whether a partner would be able to give loan to or transact other commercial transactions with LLP? What will be his rights and obligations in this regard?

  A partner may lend money to and transact other business with the LLP and shall have the same rights and obligations with respect to the loan or other transactions as a person who is not a partner.

• 3Whether a partner would be able to transfer his ‘economic rights’?

  A partner’s economic rights (i.e. rights of a partner to a share of the profits and losses of the LLP and to receive distribution at the time of winding up) in the LLP shall be transferable. However, such a transfer shall not by itself cause the partner’s disassociation or a dissolution and winding up of the LLP.

  However, such transfer shall not entitle the transferee or assignee to participate in the management or conduct of the LLP’s activities. Therefore, the transferee would not be deemed to be a ‘partner’ of the LLP just because a partner has transferred him the ‘economic rights’. For becoming a partner of LLP, the manner specified in the LLP Agreement or the provisions of the Act would have to be followed.

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