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Resolution for Appointment of Designated Partner in LLP
CERTIFIED TRUE COPY OF THE RESOLUTION
Passed by the Designated Partners of the LLP
________________
LLPIN: ________________
Registered Office Address: ________________
Email: ________________
CERTIFIED TRUE COPY OF THE RESOLUTION
Passed by the Designated Partners of
________________ LLP
at the Meeting held on
__________ at
__________
at the Registered Office of the LLP
APPOINTMENT OF DESIGNATED PARTNER
RESOLVED THAT pursuant to the provisions of Section 7 of the Limited Liability Partnership Act, 2008, read with the LLP Rules, 2009, and other applicable provisions, if any, of the Limited Liability Partnership Act, 2008, and the LLP Agreement dated __________ and Supplemental Agreement dated __________, Mr./Ms. ________________ (DPIN: ________________), with the consent of the remaining Designated Partner(s) of the LLP, be and is hereby appointed as Designated Partner of the LLP with effect from __________.
RESOLVED FURTHER THAT the LLP Agreement be amended accordingly through a Supplemental Deed to give effect to the above resolution and to incorporate the details of the newly appointed Designated Partner.
RESOLVED FURTHER THAT any Designated Partner of the LLP be and is hereby authorised to sign necessary documents and forms, file Form 3 (Information with regard to LLP Agreement and changes) and Form 4 (Notice of appointment, cessation, and change in particulars of Designated Partner/Partner) with the Registrar of Companies, and to do all such acts, deeds, matters, and things as may be necessary, proper, or expedient to give effect to the above resolutions.
For ________________ LLP
Signature: _________________________
Name: ________________
Designation: Designated Partner
DPIN: ________________
Resolution for Appointment of Designated Partner in LLP
Professional Format Guide for Indian LLPs
Introduction
A Resolution for Appointment of Designated Partner is a formal document passed by the existing Designated Partners of a Limited Liability Partnership (LLP) to appoint a new Designated Partner. Under the Limited Liability Partnership Act, 2008, every LLP is required to have at least two Designated Partners, with at least one being a resident of India. Designated Partners are responsible for statutory compliance and regulatory filings with the Registrar of Companies.
This resolution is required when an LLP appoints a new Designated Partner due to business expansion, succession planning, regulatory requirements, or replacement of an outgoing Designated Partner. The resolution records the consent of existing Designated Partners and authorises the filing of prescribed forms with the MCA. The appointment becomes effective upon filing the required forms along with supporting documents such as consent of the incoming partner, supplemental deed, and DPIN proof.
Benefits of Using a Standard Format
Utilising a professionally drafted resolution format ensures compliance with all statutory requirements under the LLP Act, 2008. A standardised template reduces procedural errors, ensures consistency in LLP records, and facilitates smooth processing of the appointment with the Registrar.
This approach supports timely compliance and helps LLPs manage partner appointments efficiently while maintaining proper documentation of decisions.
Relevance to LLP Compliance
Appointment of Designated Partners is a core governance requirement for LLPs. For newly registered LLPs, maintaining the prescribed number of Designated Partners is essential for statutory compliance under the LLP Act.
Designated Partners are responsible for filing annual returns, statements of accounts, and other statutory forms with the MCA. Any change must also be updated during GST Registration or amendments. This resolution acts as the foundational authorisation document for filing Forms 3 and 4 with regulatory authorities.
Resolution for Appointment of Designated Partner in LLP – Sample Format
[To be printed on LLP Letterhead]
LLP Name: ___________________________
LLPIN: ___________________________
Registered Office Address: ___________________________
Email: ___________________________
CERTIFIED TRUE COPY OF THE RESOLUTION
Passed by the Designated Partners of __________ LLP at the Meeting held on __________ (Date) at __________ (Time) at the Registered Office of the LLP
APPOINTMENT OF DESIGNATED PARTNER
RESOLVED THAT pursuant to the provisions of Section 7 of the Limited Liability Partnership Act, 2008 read with the LLP Rules, 2009 and the LLP Agreement dated __________ and Supplemental Agreement dated __________, Mr./Ms. __________ (DPIN: __________), with the consent of the remaining Designated Partner(s), be and is hereby appointed as Designated Partner of the LLP with effect from __________ (Date).
RESOLVED FURTHER THAT the LLP Agreement be amended accordingly through a Supplemental Deed to incorporate the details of the newly appointed Designated Partner.
RESOLVED FURTHER THAT any Designated Partner of the LLP be and is hereby authorised to sign and file Form 3 and Form 4 with the Registrar of Companies and to do all such acts, deeds, matters, and things as may be necessary to give effect to this resolution.
For __________ LLP
Signature: ___________________________
Name: ___________________________
Designation: Designated Partner
DPIN: ___________________________
Frequently Asked Questions
1. Who can sign the resolution for appointment of a Designated Partner?
Existing Designated Partners of the LLP are authorised to sign the resolution. Any Designated Partner with a valid DPIN may certify the resolution as a true copy.
2. Is signature of all partners mandatory?
No. Consent is required as per the LLP Agreement. The certified copy is usually signed by an authorised Designated Partner.
3. Which resolution is required for appointment of Designated Partner?
A resolution passed by the existing Designated Partners of the LLP in accordance with the LLP Agreement is required.
4. Is professional certification mandatory?
The resolution itself does not mandatorily require professional certification. However, Forms 3 and 4 may require certification by a practising professional in certain cases.
5. Can the resolution be passed without a meeting?
Yes. Subject to the LLP Agreement, the resolution may be passed by circulation without convening a formal meeting, provided required consent is obtained.
6. Which form is filed for appointment of Designated Partner?
Form 4 is filed for appointment of the Designated Partner. Form 3 is filed if the LLP Agreement is amended.
7. What documents are filed along with Forms 3 and 4?
Documents include the resolution, consent letter (Form 9), supplemental deed, DPIN proof, identity and address proof of the incoming Designated Partner, and the LLP Agreement.
