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LLP Flashcards

1
Q

Section - Power to alter schedules of central government

A

Section 78

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2
Q

Section - power to make rules by central government?

A

Section 79

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3
Q

Cognizance of offences under LLP Act can be taken by Special Court under section 67A only on a complaint in writing by?

A
  1. Registrar
  2. Any officer not below rank of Registrar authorized by Central Government
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4
Q

Adjudicating officers appointed by central government under LLP Act

A
  1. As many officers
  2. Not below rank of Registrar
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5
Q

When will the adjudicating officer not impose any penalty for filing default made ?

A

If the default is rectified :
1. Prior to issue of notice , or
2. within 30 days from issue of notice by AO

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6
Q

Penalty for small LLP or start-up LLP will be half of the penalty specified in provisions subject to maximum of ?

A

One Lakh - LLP

Fifty- thousand - Partner or designated partner

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7
Q

An appeal against Adjudicating Officer can be made to ?

A

Regional Director

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8
Q

An appeal to Regional Director under LLP Act shall be made in ___ days ?

A

60 days … extendable by another 30 days

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9
Q

An LLP has to comply with the order passed by Adjudicating Officer or Regional Director within a period of ____ days ?

A

90 days from date of order

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10
Q

What is the penalty for non-compliance of order in time passed by an adjudicating officer or regional director ?

A

LLP- 25000… 5 Lakh

Partner /Designated Partner - 6 months or 25000….1 Lakh or both

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11
Q

When the registrar has cause to believe that a LLP is not carrying on business or operations in accordance with the provisions of this Act ,

A

The name of the LLP may be struck off the register of LLP.

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12
Q

When no penalty is provided elsewhere in the Act?

A

5000/-… 100 ED …1 Lakh

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13
Q

Any person aggrieved by order of Tribunal shall appeal to the Appellate tribunal within ? (LLP)

A

60 days … extendable by 60 days

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14
Q

Section - Registration offices for LLP?

A

Section 68A

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15
Q

The Central Government may direct the registrar to prepare seals for ?

A

Authentication of documents required for the registration of LLPs

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16
Q

Special Courts under LLP Act ?

A
  1. Single Judge holding office as Sessions Judge or Additional Sessions Judge - Offences punishable with imprisonment of THREE YEARS OR MORE
  2. Metropolitan Magistrate or Judicial Magistrate First Class - OTHER OFFENCES
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17
Q

A partner of LLP may:

  1. Lend money
  2. Transact other business with the LLP

He will have same rights and obligations as a person ?

A

Who is not a partner

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18
Q

Winding-up of LLP can be ?

A
  1. Voluntarily
  2. by Tribunal
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19
Q

An LLP so wound up may be ?

A

Dissolved

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20
Q

Reasons for winding up of LLP?

A
  1. LLP decides
  2. More than 6 months - partners below 2
  3. LLP acted against Sovereignty and Integrity of India , Security of the State, Public Order
  4. Default in filing Statement of Solvency and Annual Return for five consecutive financial years
  5. Tribunal thinks just and equitable
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21
Q

_ will make rules regarding winding up and dissolution of LLP?

A

Central Government

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22
Q

No compromise or arrangement shall be made involving a scheme of amalgamation of two LLPs until Tribunal is satisfied on the report of the Registrar that the affairs of the LLP are not carried on in a manner which is prejudicial to ?

A
  1. partners
  2. Public Interest
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23
Q

No dissolution of the transferor LLP unless the Tribunal has received a report from ?

A

Official Liquidator

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24
Q

Tribunal sanctioning a compromise or an arrangement in respect of a LLP can have power to ?

A
  1. Supervise the compromise
  2. Give Directions
  3. Make modifications for proper working of compromise or arrangement
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25
Q

Tribunal can order winding up of any LLP if satisfied on application of __ that compromise or arrangement cannot be worked out satisfactorily ?

A
  1. Own Motion
  2. Any person interested in the affairs of LLP
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26
Q

Foreign LLP can establish a place of business in India by applying or incorporating the provisions of ?

A
  1. The Companies Act, 2013
  2. Other regulatory mechanism
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27
Q

A firm may convert into LLP in accordance with ?

A

Chapter X and Second Schedule

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28
Q

A private company may convert into LLP in accordance with ?

A

Chapter X and Third Schedule

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29
Q

An Unlisted Public Company can convert into LLP in accordance with ?

A

Chapter X and Fourth Schedule

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30
Q

Any LLP formed after conversion from firm/ private company/unlisted public company shall have to inform _ in _ days ?

A

Concerned Registrar of Firms or Registrar of Companies within 15 days of incorporation

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31
Q

Effects of conversion of a firm or company into LLP?

A
  1. There shall be a LLP by the name specified in the certificate of registration
  2. All Tangible and Intangible property + ARI+ PLO + Whole of the undertaking shall be transferred to the LLP without any further assurance, act, deed
  3. The firm/ company shall be deemed to be dissolved and removed from the records of ROC/ROF
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32
Q

The Central Government shall appoint one or more competent persons as inspectors to investigate the affairs of a LLP if?

A
  1. The Tribunal declares that affairs should be investigated:

(i) Suo Motu
(ii) Application by not less than 1/5th of total number of partners of LLP

  1. Court declares that affairs of LLP ought to be investigated
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33
Q

The Central Government may appoint one or more inspectors under LLP if ?

A
  1. Not less than 1/5th of partners make application with supporting evidence and security amount
  2. LLP makes an application that affairs ought to be investigated
  3. In the opinion of the Central Government , there are circumstances that :

A. Business of LLP is being or has been conducted with an intent to defraud its CPOP - Creditors, Partners , Other Person
B. Business conducted for a fraudulent or unlawful purpose
C. Business is conducted in a manner oppressive or unfairly prejudicial to some partners
D. LLP formed for any fraudulent or unlawful purpose
E. Affairs of LLP not being conducted in accordance with this Act
F. On receipt of report by Registrar/ other regulatory agency/ other investigating agency - sufficient reasons

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34
Q

__ shall not be appointed as inspector ?

A
  1. Firm
  2. Body corporate
  3. Other Association
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35
Q

The inspector under LLP Act can keep the books and papers in his custody for __ days ?

A

30 days

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36
Q

An inspector may examine on oath ?

A
  1. Designated Partners
  2. Partners
  3. Any other person or entity in relation to the affairs of LLP .
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37
Q

If any person does not co-operate with inspector under LLP Act , penalty is ?

A

Min - 2000
Max - 25000

Further - 50 each day extendable to 500 each day

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38
Q

If an inspector under LLP Act feels that books and papers can be DAMFS , he will make an application to ?

A
  1. Judicial Magistrate first class
  2. Metropolitan Magistrate
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39
Q

Books and papers seized after approval of JM/MM can be kept by inspector for max?

A

Not later than the conclusion of the investigation . But not for a continuous period of more than 6 months.

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40
Q

Inspector’s report shall be ?

A

Written or printed as the central government may direct

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41
Q

Central government SHALL forward a copy of the report made by inspector to ?

A
  1. LLP at its registered office
  2. Any other entity/person dealt with or related to the report
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42
Q

The Central government MAY forward a copy of the report made by the inspector to ?

A

Person or entity related with the report

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43
Q

In case of prosecution based on inspector’s report, who shall give all assistance to the central government in connection with the prosecution?

A
  1. Partners
  2. Designated Partners
  3. Employees
  4. Agents of LLP
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44
Q

Proceedings can be for the recovery of ?

A

1 . Recovery of Damages - Fraud, misfeasance or misconduct in connection with promotion, formation, management of affairs of LLP

  1. Recovery of Property - Misapplied or wrongfully retained
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45
Q

The expenses of investigation by an inspector under LLP Act shall be defrayed in the first instance by the ?

A

Central Government

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46
Q

Who will reimburse the expenses to central government later ?

A
  1. Person convicted on a prosecution
  2. Person ordered to pay damages or property u/s 52
  3. Any entity in whose name proceedings are brought
  4. Any entity , partner, designated partner , other person dealt with by the report of inspector
  5. The applicants for the investigation
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47
Q

Any costs or expenses incurred by the central government in connection with the proceedings under LLP Act shall be treated as ?

A

Expenses of investigation giving rise to the proceedings

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48
Q

A copy of the report of the inspector shall be shall be admissible in ?

A

ANY LEGAL PROCEEDING as evidence to any matter contained in the report .

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49
Q

The rights of a partner to a :

  1. share of the profits and losses of the LLP and
  2. to receive dividends
A

Are Transferable either wholly or in part

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50
Q

The transfer of any right by a partner does not itself cause ?

A
  1. Disassociation
  2. Dissolution
  3. Winding-up of LLP
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51
Q

The transfer of right does not by itself entitle the transferee or assignee to ?

A
  1. To participate in the management or conduct of the activities of the LLP
  2. Access information concerning the transactions of LLP
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52
Q

The LLP shall maintain such proper books of account for each year on ___ basis and according to ___ system ?

A

Cash basis or accrual basis according to double entry system.

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53
Q

LLP shall maintain books of accounts at ?

A

Registered office

54
Q

Every LLP shall, within a period of ___ prepare a Statement of Account and Solvency

A

6 months from the end of financial year

55
Q

Statement of account and solvency shall be signed by ?

A

Designated Partners

56
Q

What is the penalty in case LLP does not file the Statement of Account and Solvency with Registrar?

( Same for Annual return )

A

100 each day subject to maximum of :

1 lakh - LLP
50,000- Designated partner

57
Q

What if the LLP does not prepare the Books of account or Statement of Account and Solvency and does not get the accounts audited ?

A

LLP- 25000….5 Lacs

Designated Partner - 10,000…..1 Lacs

58
Q

Every LLP shall file its Annual Return with the Registrar within?

A

60 days of closure of its financial year

59
Q

____ filed by LLP with the registrar shall be available for inspection by any person on payment of fee ?

A
  1. incorporation Document
  2. Names of Partners and changes
  3. Statement of Account and Solvency
  4. Annual Return
60
Q

Penalty for making a false statement or omitting material fact in any Return, Statement, Document ?

A

2 years + 1 lakh…5 Lakh

61
Q

The Registrar under LLP may require any

  1. Any Person
  2. Past or present partner
  3. Past or present designated partner
  4. employee of LLP
A
  1. To answer any question
  2. Make any declaration
  3. Supply any details in writing
62
Q

The Registrar may summon the person ( in case he does not answer ) to appear before ?

A
  1. him
  2. Any Inspector
  3. Any Public Officer whom Registrar may designate
63
Q

If any person fails to comply with summons or requisition of Registrar under LLP Act, penalty is ?

A

2000……25000

64
Q

Who can compound an offence under LLP Act?

A
  1. regional Director
  2. Officer not below RD authorized by Central Government
65
Q

Application of compounding made to ?

A

Registrar who forwards it to RD

66
Q

Intimation regarding compounding to be given to Registrar within ?

A

7 days on which offence is compounded

67
Q

While compounding, RD may require ___ to file or register such Return, Account, Document

A
  1. Partner
  2. Designated partner
  3. Employee
68
Q

The Registrar may destroy any document filed or registered with him in __ form.

A

Physical or electronic form.

69
Q

If LLP fails to make good the default within ___ days after the service on the LLP of a notice , the Tribunal may, on application by the Registrar, make an order directing that LLP to amke good the default

A

14 days

70
Q

A contribution of a partner may consist of tangible, intangible, movable, immovable ?

A
  1. Property
  2. Other benefits including :

Money, Promissory Notes , Agreements to contribute cash or property and contracts for services performed or to be performed.

71
Q

The monetary value of contribution of each partner shall be ?

A
  1. Accounted for and
  2. Disclosed in the accounts of the LLP.
72
Q

The obligation to contribute shall be as per the ?

A

LLP Agreement

73
Q

A creditor of a LLP which extends credit or acts in reliance on an obligation described in the LLP agreement , without notice of any compromise between partners , may?

A

Enforce the original obligation against such partner

74
Q

Every partner of a LLP is, for the purpose of the business of the LLP, the agent of the ?

A

Limited liability partnership, but not of other partners

75
Q

A limited liability partnership is not bound by anything done by a partner in dealing with a person if -

A
  1. The partner in fact has no authority to act for the LLP in doing a particular act , and
  2. the person knows that he has no authority, or does not know or believe him to be a partner of the LLP
76
Q

The LLP is liable if ?

A

A partner of a LLP is liable to any person as a result of his : 1. Wrongful act, or
2. Omission on his part in the course of business, or with his authority.

77
Q

An obligation of the LLP whether arising in contract or otherwise shall be solely the obligation of ?

A

The Limited liability partnership

( Partner will not be personally liable , directly or indirectly for such an obligation)

78
Q

The liabilities of the LLP shall be met out of the ___

A

Property of the LLP

79
Q

A partner shall not be personally liable for the wrongful act or omission of ?

A

Any other partner

80
Q

On the incorporation of a LLP, the persons who subscribed their names to the incorporation document shall be ?

A

Its Partners

81
Q

Any other person may become partners of the LLP by and in accordance with the ?

A

LLP Agreement

82
Q

An agreement in writing made before the incorporation of a LLP between persons who subscribe their names to the incorporation document may impose obligations on the LLP provided ?

A

Such agreement is ratified by ALL THE PARTNERS after the incorporation

83
Q

In the absence of agreement, mutual rights and duties of partners shall be determined by the provisions set out in the ?

A

First Schedule

84
Q

A person may cease to be a partner of a LLP ?

A
  1. In accordance with an agreement with other partners , or
  2. In absence of agreement, giving a notice in writing of not less than 30 days to other partners
  3. Death
  4. Dissolution of LLP
  5. Unsound mind
  6. Applied to be adjudged as an insolvent
  7. Declared as an insolvent
85
Q

A former partner is to be regarded in relation to any person dealing with the LLP as still being a partner of the LLP unless-

A
  1. The person has notice that the former partner has ceased to be a partner
  2. Notice that the former partner has ceased to be a partner has been delivered to the Registrar
86
Q

The cessation of a partner from the limited liability partnership does not by itself discharge the partner from any obligation to ____ which he incurred while being a partner .

A
  1. LLP, or
  2. Other Partners , or
  3. Any other person
87
Q

The former partner or a person entitled to his share in consequence of the death or insolvency shall be entitled to receive from the LLP -?

A
  1. Amount equal to capital contribution
  2. Right to share in the accumulated profits after deduction of accumulated losses.
88
Q

A former partner or a person entitled to his share shall not have any right to?

A

Interfere in the management of the LLP

89
Q

Every partner shall inform the limited liability partnership of any change in his name or address within ___ days ?

A

15 days

90
Q

The LLP shall file a notice with the Registrar of any change in the name or address of a partner within ___ days ?

A

30 days

91
Q

Where a person becomes or ceases to become a partner , LLP shall file a notice with the Registrar within ____ days ?

A

30 days

92
Q

Notice filed with Registrar shall be signed by the ?

A

Designated partners.

93
Q

If the partner does not inform about his name or address or if the LLP does not inform to the Registrar , the penalty is ?

A

10,000/-

94
Q

Upon a person ceasing to a partner, the registrar shall obtain confirmation from LLP ( unless the LLP has also filed such notice ). If no confirmation is given by the LLP within ____ days, the Registrar shall register the notice made by a person ceasing to be a partner.

A

15 days

95
Q

The Court or Tribunal may reduce or waive any penalty leviable against any ____ of a LLP.

A

Partner or Employee

96
Q

Every LLP shall ensure that its invoices, official correspondence and publications bear ?

A
  1. Name and address of its registered office
  2. Registration number
  3. Statement that it is registered with limited liability
97
Q

Penalty if the LLP does not make a publication of its name , address, registration no.?

A

10,000/-

98
Q

Penalty for improper use of words “LLP”

A

50,000—-5 Lakhs

99
Q

Reservation of name of LLP?

A

3 months from date of intimation by the Registrar

100
Q

Where a LLP changes its name, or obtains a new name , it shall within ____ days from date of change , give notice to Registrar

A

15 days- along with order of central government

101
Q

The LLP can change its name in the LLP Agreement within ___ days of change in the certificate of incorporation

A

30 days

102
Q

A document may be served on a LLP or a partner or designated partner by sending it by ?

A
  1. Post under a certificate of posting
  2. Registered Post
  3. Any other manner at the
  • Registered Office, or
    -Any other address specifically declared by the LLP
103
Q

Any default in case of having a registered office by the LLP

A

500/- each day…….. 50,000.

104
Q

No LLP shall be registered by a name which is , in the opinion of the central Government ?

A
  1. Identical
  2. Undesirable
  3. Too nearly resembles to any
  • Other LLP
    -Company
    -Registered trade mark
  • any other person under Trade mars Act, 1999
105
Q

On registration, a LLP shall, by its name , be capable of ?

A
  1. Suing and being sued
  2. Disposing, owning, holding, acquiring, developing property - movable, immovable, tangible, intangible
  3. Having a common seal
  4. Doing and suffering such other acts and things as bodies corporate may lawfully do and suffer
106
Q

The Registrar shall within a period of ___ days, register the incorporation document?

A

14 days

107
Q

A limited liability partnership is a body corporate formed and incorporated under the LLP Act, 2008 and is a legal entity ____

A

separate from that of its partners

108
Q

A LLP shall have a _ succession

A

Perpetual

109
Q

Any change in the partners of a LLP shall not affect the _____ of the LLP

A
  1. Existence
  2. Rights
  3. Liabilities
110
Q

The Indian Partnership Act , 1932 shall _____ to a LLP

A

Not apply

111
Q

____ maybe a partner in a LLP

A
  1. Individual or
  2. Body Corporate
112
Q

An individual shall not be capable of becoming a partner of a LLP, if -

A
  1. He has been found to be of unsound mind by a Court of competent jurisdiction
  2. He is an undischarged insolvent
  3. He has applied to be adjudicated as an insolvent and his application is pending and the application is pending .
113
Q

Every LLP shall have at-least ___ partners

A

Two Partners

114
Q

Every LLP shall have at-least ___ Designated partners who are ____

A

Two designated partners who are INDIVIDUALS and at-least ONE of them shall be Resident in India

115
Q

In case of a LLP in which all the partners are bodies corporate or in which one or more partners are individuals and bodies corporate, at-least ____ who are partners of such LLP or _____ shall act as designated partners

A
  1. Two Individuals who are partners
  2. Nominees of such bodies corporate
116
Q

“Resident in India under LLP Act means a person who stayed in India for a period of ?

A

Not less than 120 days

117
Q

In individual shall not become a designated partner in any limited liability partnership unless ?

A

he has given his written consent

118
Q

Every LLP shall file with the Registrar the particulars of every individual who has given his consent to act as ____ within ____ days

A

Designated Partner within 30 days

119
Q

If the LLP doesn’t file the particulars of designated partner, the penalty is ?

A

5000
100 each day
50,000-LLP and 25,000- Designated Partner

120
Q

Every designated partner shall obtain a DPIN from the central government and the provisions of ______ of the companies act, 2013 shall apply

A

Section 153 to Section 159

121
Q

A LLP may appoint a designated partner within ____ days of a vacancy

A

30 days

122
Q

If no designated partner is appointed or if at any time there is only one designated partner ?

A

Each partner shall be deemed to be a designated partner

123
Q

If the LLP does not appoint a designated partner within 30 days of vacancy or a person fails to satisfy conditions to become a designated partner , penalty is ?

A

10,000
100 each day
1 lakh- LLP and 50,000- every PARTNER

124
Q

Requisites for a LLP to be incorporated ?

A
  1. Two or more persons
  2. Lawful Business
  3. View to profit
  4. subscribe their names to an incorporation document
125
Q

The incorporation document shall be filed along with a STATEMENT made by ____ that all the requirements of this Act have been complied with ?

A

Either an :

  1. Advocate
  2. CS
  3. CA
  4. Cost Accountant engaged in the formation of LLP

AND any one person who subscribed his name to the incorporation document

126
Q

The incorporation document shall state ?

A
  1. Name of the LLP
  2. Proposed business
  3. Registered office
  4. Name and address of persons who are to be partners
  5. Name and address of persons who are to be designated partners
  6. Other information
127
Q

Penalty in case a statement submitted with the incorporation document contains a false information ?

A

2 years + 10,000…… 5 Lakh

128
Q

Small limited liability partnership -

A

Contribution - does not exceed 25 lakh rupees or such higher amount , not exceeding 5 crore rupees

turnover - immediately preceding financial year does not exceed 40 lakh rupees or such a higher amount not exceeding fifty crore rupees.

129
Q

Body corporate under LLP Act means ?

A
  1. Company defined under section 2(20) of the Companies Act, 2013
  2. LLP registered under the LLP Act, 2008
  3. LLP incorporated outside India
  4. A company incorporated outside India
130
Q

Body corporate under LLP Act does not include ?

A
  1. Corporation Sole
  2. Co-operative society
  3. Any other body corporate which the central government may notify
131
Q

Designated partner means a partner designated as such under ?

A

Section 7

132
Q

Court means court having jurisdiction as per provisions of section ?

A

Section 77

Company (5 decks)

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