Situations Requiring Amendment

• Amendments are needed when there are changes in partner details, capital contribution, profit-sharing ratio, business activities, or management roles
  
• Any change in terms agreed between partners must be reflected in a revised LLP Agreement
  
• Addition or removal of partners also requires amendment
  
• Shifting of registered office, name change, or rights/duties modification must be documented
  
• Ensures that the LLP remains legally compliant and up to date
  

Drafting the Amended Agreement

• The partners must prepare a supplementary LLP Agreement or revised version reflecting the changes
  
• The new agreement must include the date of effect, updated clauses, and signatures of all partners
  
• The amendment should clearly mention the clause numbers being altered or added
  
• It must be executed on non-judicial stamp paper of appropriate value as per the state’s stamp law
  
• The agreement must be signed by all existing and incoming/outgoing partners
  

Approval and Consent

• All partners must give their written consent to the changes
  
• A formal resolution may be passed to authorize the amendment
  
• If a designated partner is changed, a separate consent letter and Form 9 may be needed
  
• Internal documentation should reflect that the amendment is made by mutual agreement
  
• Ensure compliance with the provisions in the original LLP Agreement
  

Filing with Registrar of Companies (RoC)

• File Form 3 on the MCA portal within 30 days of making the amendment
  
• Attach the signed and stamped amended LLP Agreement and the relevant resolution
  
• The form must be digitally signed by a designated partner and certified by a professional (CA, CS, or CMA)
  
• If the amendment includes a change in partners, Form 4 must also be filed simultaneously
  
• Acknowledgment will be generated once the filings are approved by the RoC
  

Post-Amendment Compliance

• Maintain a copy of the updated LLP Agreement at the registered office
  
• Update internal records, bank documents, and government registrations (GST, PAN, etc.) if affected
  
• Notify stakeholders, clients, and vendors if the changes impact external relations
  
• Ensure any future agreements or actions align with the newly amended terms
  
• Periodically review the agreement to keep it aligned with business and legal changes