Change LLP Registered Office Within the Same City

"Within the same city" or "local limits" refers to the municipal or administrative boundaries of a city, town, or village. For example, shifting from one locality to another within Delhi, Mumbai, Bengaluru, or any other city falls within local limits. This is the P1 scenario in Form 15, which is the simplest office change requiring minimal compliance.

Purpose code P1 in Form 15 indicates "change within the same city/town/village." When you select P1 while filing Form 15, you are declaring that your LLP's new registered office is within the local limits of your current city. This triggers the simplest compliance pathway with no newspaper notice, no creditor consent, and a single ROC filing.

Yes, absolutely. An LLP can change its registered office within the same city by following the procedure prescribed in its LLP Agreement or under Rule 17(1) of LLP Rules, 2009. The process involves obtaining partner consent, filing Form 15 with purpose code P1, executing a supplementary LLP Agreement, and filing Form 3. The entire process takes 7-10 working days.

No. Secured creditor consent is required only for interstate office shifts under the proviso to Rule 17(1). For office changes within the same city (P1 scenario), only partner consent is required. This is one of the key advantages of P1 changes—they involve minimal compliance and no third-party approvals.

No. Only LLPs with "Active" status on the MCA portal can file Form 15 for office change. If your LLP is marked as dormant, you must first apply for active status restoration. If your LLP has been struck off, you must apply for revival under Section 75 before initiating any address change. Always verify your LLP status before starting the process.

For shifting an LLP's registered office within the same city (local limits), the necessary documentation includes:

• Partner Consent: A consent letter signed by all partners.
• LLP Agreement: A copy of the existing LLP Agreement.
• New Address Proof: A utility bill for the new location, which must not be older than two months.
• Property Documents: Rent agreement or ownership proof for the new office.
• Owner's Consent: A No Objection Certificate (NOC) from the property owner.
• Supplementary Agreement: The executed supplementary LLP Agreement on appropriate stamp paper.
• Digital Signature: A valid Digital Signature Certificate (DSC) of a designated partner. It's important to note that, unlike the company Form INC-22, submitting a photograph of the office is not required for the LLP Form 15.

Yes. For rented premises, a valid rent or lease agreement in the name of the LLP is mandatory. The agreement should clearly mention the complete address, rent amount, tenancy period, and permitted use as office premises. If the tenancy exceeds 11 months, the agreement should ideally be registered under the Registration Act, 1908, though unregistered agreements are often accepted for Form 15.

The utility bill (electricity, water, or gas) submitted as proof of new address must not be older than 2 months from the date of Form 15 filing. The bill should be in the name of the property owner or the LLP (if utilities have been transferred). Recent bills serve as evidence that the address is currently active and capable of receiving correspondence.

Yes. Form 15 must be certified by a practising Chartered Accountant (CA), Company Secretary (CS), or Cost Accountant (CMA). The professional certifies that the information provided in the form is true and correct based on the documents examined. Their membership number and digital signature are mandatory requirements for successful form submission.

The partner consent letter should include the current registered office address, proposed new address with complete details and PIN code, confirmation that the shift is within local limits of the same city, authorisation to the designated partner to file Form 15 and Form 3, authority to execute supplementary LLP Agreement, and signatures of all partners with their names and DPINs.

Form 15 must be filed within 30 days from the date of obtaining partner consent (or completing the procedure as per the LLP Agreement). For P1 changes within the same city, the 30-day period typically starts from the date all partners sign the consent letter. Late filing attracts penalties of ₹500 per day under Section 13(4).

For straightforward P1 changes within the same city, ROC typically processes Form 15 within 2-3 working days if all documents are complete and no queries are raised. The total process, including Form 3 filing and approval, takes 7-10 working days. This is the fastest processing time among all office change scenarios.

Yes. Form 15 (office change notice) and Form 3 (supplementary agreement) can be filed simultaneously or separately. Many LLPs prefer filing Form 3 after Form 15 approval to ensure the address change is first accepted by the ROC. However, both must be filed within their respective 30-day deadlines—Form 15 within 30 days of consent and Form 3 within 30 days of executing the supplementary agreement.

After ROC approves Form 15, the LLP's master data on the MCA portal is updated with the new address. You will receive an email confirmation with the approval certificate. You can verify the update by checking your LLP's master data using the LLPIN. Subsequently, ensure Form 3 is filed (if not already done) and complete all post-approval compliance, like updating GST registration, bank records, and stationery.

If ROC raises a query or resubmission request on Form 15, you will receive a notification on the MCA portal and via email. Review the query carefully, prepare the required clarification or additional documents, and respond within the specified timeframe (usually 15-30 days). Common queries relate to incomplete documents, unclear address proof, or discrepancies in partner details.

Yes. Both Connaught Place and Nehru Place are within the municipal limits of Delhi. This is a classic P1 scenario (within the same city) requiring partner consent, Form 15 with P1 purpose code, and Form 3 for supplementary agreement. The ROC remains ROC Delhi, and the process takes 7-10 working days with no newspaper notice or creditor consent.

Shifting from Andheri to Bandra is within the local limits of Mumbai, making it a P1 scenario. File Form 15 with purpose code P1, attach partner consent, address proof (utility bill), rent agreement, and NOC from the owner. Execute the supplementary LLP Agreement and file Form 3. The ROC remains ROC Mumbai, and the timeline is 7-10 days with no additional compliance requirements.

Yes. A co-working space or shared office can serve as the LLP's registered office, provided it meets Section 13 requirements. The premises must be capable of receiving official correspondence and allow storage of statutory records. Obtain proper documentation from the co-working space provider, including a rent/license agreement and an NOC specifically permitting use as a registered office.

A different PIN code within the same city is still a P1 scenario as long as both addresses fall within the municipal limits of the same city. PIN codes are postal divisions and do not determine ROC jurisdiction. File Form 15 with P1 purpose code, ensuring you enter the new PIN code accurately in the address fields.

No. The LLP Act does not mandate that the registered office must be in a commercial building. Residential premises can also serve as the registered office, provided they are capable of receiving official correspondence and local zoning laws permit commercial/office use. However, ensure the rent agreement or ownership documents clearly permit use as office premises.

After ROC approves Form 15 and Form 3, update the new address on all letterheads, invoices, visiting cards, website, signboards, and stationery. File the GST registration amendment to update the principal place of business. Inform banks to update account records. Update PAN/TAN if required. Notify clients, vendors, and statutory authorities like EPFO and ESIC of the address change.

No. The Limited Liability Partnership Identification Number (LLPIN) is a unique, permanent identifier assigned at incorporation. It remains unchanged regardless of any change in registered office address, whether within the same city, to another state, or any other modification to LLP details. Only the address in the master data is updated.

After ROC approval, file a non-core amendment on the GST portal to update the principal place of business address. Navigate to Services → Registration → Amendment of Registration Non-Core Fields. Upload the Form 15 approval certificate and new address proof as supporting documents. GST officer approval is typically received within 7-15 working days.

Existing contracts remain legally valid after the office change. The change in registered office address does not affect contractual obligations or rights. However, it is advisable to notify all contracting parties about the new address through formal communication. Update the address in ongoing agreements where possible, and ensure all future correspondence is directed to the new address.

After Form 15 and Form 3 approval, verify the update by checking your LLP's master data on the MCA portal. Navigate to the MCA website → MCA Services → View LLP Master Data → Enter LLPIN → Check the "Registered Office Address" field. The new address should reflect within 24-48 hours of approval. You can also download the updated LLP master data for records.

Government fees depend on LLP's total contribution per Annexure A of LLP Rules: Up to ₹1 lakh—₹50 each form (₹100 total); ₹1-5 lakh—₹100 each (₹200 total); ₹5-10 lakh—₹150 each (₹300 total); ₹10-25 lakh—₹200 each (₹400 total); ₹25 lakh-1 crore—₹400 each (₹800 total); Above ₹1 crore—₹600 each (₹1,200 total). These are the lowest costs among all scenarios.

Under Section 13(4) of the LLP Act, 2008 (as amended by the LLP Amendment Act, 2021), failure to file Form 15 within 30 days attracts a penalty of ₹500 per day during which default continues, subject to a maximum of ₹50,000. This penalty applies to both the LLP and each partner individually. Timely filing is essential even for simple P1 changes.

Filing Form 15 with an incorrect purpose code (P2 instead of P1 or vice versa) may not cause rejection if the underlying facts are correct, as both P1 and P2 involve similar compliance for a single ROC. However, for accuracy and avoiding potential queries, ensure you select the correct purpose code based on whether the new address is within the same city (P1) or a different city under the same ROC (P2).

Yes. Professional fees paid to CA, CS, or consultants for LLP compliance work, including Form 15 and Form 3 filing, are legitimate business expenses. These can be claimed as deductions under "Professional and Consultancy Charges" in the LLP's books of accounts and Statement of Account & Solvency. Maintain proper invoices and payment records for audit purposes.

Setindiabiz provides comprehensive end-to-end assistance for P1 LLP registered office changes, including drafting partner consent letters, preparing supplementary LLP Agreements on proper stamp paper, filing Form 15 and Form 3 on the MCA portal, coordinating CA/CS certification, tracking ROC approvals, and guiding post-approval compliance. Our experts ensure 100% accuracy and completion within 7-10 days.