The Ministry of Corporate Affairs (MCA) has released comprehensive guidelines for the revival of LLPs that have been struck off by the Registrar of Companies (RoC) due to prolonged non-compliance. These guidelines aim to provide a structured legal recourse for businesses that wish to restart operations after their LLP status has been legally removed. The move is part of the government’s broader agenda to encourage voluntary compliance and support genuine entrepreneurs who may have defaulted unintentionally.

According to the new framework, a struck-off LLP can apply for revival by filing an appeal before the National Company Law Tribunal (NCLT) within three years from the date of strike-off, under Rule 37(7) of the LLP Rules, 2009. The application must be accompanied by Form 22, an affidavit, a statement of facts, and proof of past filings (such as Forms 8 and 11). The LLP must also clear any outstanding regulatory dues and file all pending statutory documents during the process. If the NCLT is satisfied that the LLP was struck off without proper cause or is capable of resuming business, it may order its restoration.

In addition to this legal pathway, the MCA has issued operational instructions for the RoC to facilitate quick updates in the registry, reactivate the LLP Identification Number (LLPIN), and issue restoration certificates post-approval. Legal experts have welcomed the clarity, stating that these guidelines offer a second chance for entrepreneurs, especially in the startup and consulting space, to revive dormant business entities without forming a new LLP from scratch. Stakeholders are advised to consult professionals to ensure timely filing and complete documentation to avoid rejection.