Two designers set up an LLP in Salt Lake Sector V to take freelance projects together. It worked for a year; then one took a job in Bengaluru and the other went solo. The LLP kept existing, and so did its two annual forms, each now accruing ₹100 a day in additional fees with the designated partners personally liable. By the time one of them wanted to start a new firm, the dormant LLP had become the most expensive thing either of them owned. This page explains how to close an LLP registered in West Bengal properly, what must be cleared first and what it costs.
What is LLP closure and what must happen first?
Closure for a dormant LLP means applying in Form 24 to the Registrar of Companies, West Bengal to have the name struck off the register. The registrar accepts it only when the LLP is clean:
- No business for at least one year, or never commenced
- No liabilities, no pending litigation and no charges
- Bank accounts closed, with closure letters
- Overdue Form 8 and Form 11 filed with their additional fees
- A nil statement of accounts certified by a chartered accountant, not older than 30 days
- Affidavit and indemnity bond from every partner, notarised
- Consent of all partners and the final income tax return
The registrar then publishes a notice, allows a period for objections and passes the strike off order, typically 30 to 60 days after filing.
Which Kolkata LLPs should consider it?
- A Sector V consulting or design LLP whose partners have moved on
- A Park Street restaurant LLP that closed its outlet and sold the equipment
- A Dalhousie trading LLP set up for a single contract that ended
- An LLP incorporated for a joint venture that never started
- Any LLP that owns nothing, owes nothing and still files two forms a year
An LLP with assets to distribute, a loan outstanding or a dispute in progress cannot use Form 24 and needs a winding up instead. An LLP that is merely quiet but may trade again is better kept current than closed, because reviving a struck off LLP is harder than keeping one alive.
What happens if you leave a dormant LLP open?
| Years dormant | Additional fees on Form 8 and Form 11 | What else |
|---|---|---|
| 1 | About ₹73,000 across both forms | Designated partners personally liable |
| 2 | About ₹1,46,000 | DPIN KYC defaults add ₹5,000 per partner per year |
| 3 | About ₹2,19,000 | Registrar may strike off on its own, with consequences for the partners |
| Any | Still running | Tax notices and GST notices to an address nobody checks |
The arithmetic is the argument. A Kolkata LLP that closes after one idle year pays the closure fee and a year of backlog; one that waits three years pays three times the backlog for the same result.
How does the filing run from start to finish?
- Eligibility: we read the MCA record, confirm the no business period and the absence of charges, and list the overdue forms with their exact additional fees.
- Backlog: Form 8 and Form 11 for the missing years are prepared and filed, because Form 24 is not accepted until they are.
- Wind down: bank accounts are closed, the final income tax return is filed, GST is cancelled and the partners' West Bengal profession tax enrolments are closed.
- Accounts and affidavits: a chartered accountant certifies the nil statement of accounts, and every partner signs the affidavit and indemnity bond before a notary.
- Form 24: filed with ROC West Bengal with the government fee, the consent of partners and all attachments, and we answer any registrar query.
- Order: the registrar publishes the notice, the objection period runs and the LLP is struck off.
From a complete file to the order, 30 to 60 days; add 2 to 4 weeks before filing for the backlog and signatures.
What documents do we need from you?
- The LLP agreement and certificate of incorporation
- MCA login or the last filed Form 8 and Form 11 acknowledgements
- Bank closure letters for every account
- PAN and Aadhaar of every partner for the affidavits and bonds
- Digital signature of a designated partner
- GST registration details and the last return filed
What does LLP closure cost in Kolkata?
LegalX India charges ₹5,999 and covers the eligibility check, the certified statement of accounts, the affidavits and bonds, the partner consent, Form 24 and follow up to the order. Government fees on Form 24 are paid at actuals and notarisation is a small outside cost. The backlog of Form 8 and Form 11, where it exists, is quoted separately with its additional fees computed to the day. It is usually the largest item for a Kolkata LLP that has been idle for more than a year.
How strict is ROC West Bengal on LLP closure?
The registrar checks three things. The annual filings must be current, the statement of accounts must be genuinely nil and freshly certified, and every partner, not just the designated ones, must have signed the affidavit and bond in the prescribed form. The most common hold up on Kolkata files is a partner who has left the city or the country and whose affidavit arrives late or unnotarised. We identify that partner at the eligibility stage and arrange the signature through a notary where they are, or through the consular route abroad.
A second check is the tax position. If GST or income tax is outstanding, the authorities can object during the notice period, so we cancel GST and file the final return before Form 24 goes in.
Why choose LegalX India for LLP closure in Kolkata?
Our team sits in Kolkata at 58B, Bidhan Park, Taki Road, Barasat, Kolkata 700124, and Form 24 applications to ROC West Bengal are regular work for our CS and CA team. You get a straight eligibility answer, the backlog computed to the rupee before you commit, affidavits and bonds handled for every partner wherever they are, and follow up until the order is published. The fee is ₹5,999 plus government charges at actuals.
For the national rules on LLP strike off and winding up, read the full LLP closure process nationwide. For an LLP registered in West Bengal, call +91 96356 85435 or request a callback and a CS checks your MCA record and the backlog within 30 minutes.