Contribution, partners’ contribution.
Contribution, the LLP shall maintain the capital contribution separate account for each Partner. The LLP capital shall be Rs__________ which shall be contributed in the proportion detailed mentioned in Schedule 5. Each partner contribution’s to, or withdrawal form, the LLP shall be credited respectively to or to the debited capital account of Partner’s or the recent account as may be the case.
Contribution Form. The contribution partner may be tangible, intangible, move-able or property which is immovable property, or in the form of service contract etc. However in the form contribution other than the money shall by an valuer valued approved, under the LLP Act/Rules as approved.
Subject of this provisions of agreement, the capital commitment of a Partner shall be represent the aggregate amount of cash and property that needed such partner to contribute the capital of LLP in this Agreement term ; and shall not be changed during the term of LLP without such Partner consent.
Any further contribution of capital by the LLP if needed, shall be brought by the Partners in their profit sharing. A decision to bring in capital contribution further shall be taken in a convened meeting duly by the partners
Withdrawal of contribution.
This provisions agreement subjects, no Partner shall have the withdrawal of LLPrights or contribution of any part of capital.
Mode of return of contribution of capital.
A partner his capital contribution shall have only the eligibility to demand and cash to receive in return from his capital contribution. However this shall be the agreement subject in a meeting which is duly convened
No interest shall be payable on or the capital contribution in accordance or the partners account
Liability in disability of partner or death case.
The LLP liability of the partners establish their personal estate. In any partner event the death or the liability of legal partner or the death, the executor or partner or administrator shall be bound such by this provisions agreement of LLP. In case a partner is not a person who is natural, such Partner legal representative this provisions of Legal Agreement shall be bound.
PARTNERS ADMISSION/DESIGNATED PARTNERS.New partner admission.
New admission of Partner
Introducing a new partner of all the partners on such terms with the consent and as may agree with the conditions of the partners to be introduced as a LLP partner with the person
The LLP partner may appoint or all of its partners designated with the approval. In any concerning decision a removal of designated partner, the Designated partner concerned shall not be a party and his entitled vote shall not be cast
The LLP shall, at every times given have two designated partners, and one of whom shall be the Indian resident. The designated maximum number shall not extend______at any point of time. If a case is appointed, no designated partner or if there is only one, any time or no designated partner or if there is any time none of the designated partner or only one, each partner shall be deemed to be a designated partner.
Requirements of designated partner for appointment.
To be appointed as a person for a designated partner, he must:
a, be a partner or is a corporate body in the partner case, be such authorised partner nominee;
b, be an individual;
Holding a valid DPIN under the LLP Act as prescribed and thereunder made the rules.
His consent to be furnished to act as a Designated Partner, in the manner and under the LLP Act of prescribed from and there-under made the rules;
Fulfill other such requirement as imposed by the LLP Act.
No partner shall with draw or from an LLP withdraw without prior consent of other partners given such withheld consent unreasonably or delayed. A partner as a Partner may tender his intent or to resign by giving not less than writing notice of 30 days.
Deceasing partner/entitlement resignment.
The resigning partner/the former partner, or a partner entitled to his share of death in consequence or the insolvency of the former partner shall be entitled to receive within___month from the LLP to be a partner of his LLP cessation partner.
a, an amount capital to the capital contribution of the former partner to actually made the LLP and
The LLP accumulated rights profits to share, after the accumulated losses of the LLP after the deduction, determined as the former partner date ceased to be a partner.
Such entitlement shall however be the subject of deduction/applicable taxes charging, if any. A former partner or a person entitled to his share in his insolvency consequence or the former partner death shall not have any right to interfere in the management of LLP whatsoever in any manner.
Death of a partner.
On any death of partner, shall not be dissolved the LLP. In such a case, the following preference order shall be followed.
The partner’s deceased legal heir shall have being either admitted the choice as a Partner in his place or
selling his share to any of the existing partner; or
in case refusing the existing partners to purchase as the shares above, selling to such person share as may be mutually agreed among st the surviving partners and legal heir.
The deceased partner of the purchasing partner share shall enter into the deceased partners covenant legal representative to idemnify from the future existing and debts., the obligations and liabilities of the LLP. In addition, the deceased partner purchasing person shares shall sign a “Deed of Adherence” to the effect that unconditionally he shall respect his LLP agreement.
Share price determination of the deceased/resigning partner.
Resigning share partner/generally deceased partner generally shall not be less than the amount at which share such shall stand in the last balance sheet, as the former partner date ceased to be partner. The selling partner or his event of is death, his representative authorized such may charge premium or as may be the case, apply discount such as the parties may agree mutually on the valuation done by a professional valuation basis.
Partner exclusion and his termination of partnership.
If any partner–
becomes bankrupt or a lunatic or otherwise permanently incapable of attending the business of LLP or
commit a material breach (other than a default procedural/technical) of any of this provisions of agreement; or
commit any criminal offence or does or suffers any act that would be a LLP ground for the dissolution of LLP by the Terminal/court.
it shall be, in a case such, for other lawful partners by notice in writing to the incapacitated or his trustee or offending partner or official assignee to expel/terminate such partner and the other partners shall have his share purchase option and pay the partner purchasing price offending or his trustee or official assignee.
If a partner becomes insolvent, the LLP will not be dissolved. The insolvency shall cause the LLP automatic vacation such office partner. The remaining partners shall have the purchase option such insolvent share of the partner and the prior purchase shall be prescribed calculated in the manner in Article 11.4 hereof.
Other effects cessation
The cessation of the partner from an LLP designated partner shall not discharge by itself from any obligation the partner towards the LLP or to the other partners or to any other person which he incurred while being a Partner/Designated Partner.
In the LLP name business to be carried out.
Business to be carried out in the LLP name.
All transaction of the LLP shall be done in the name of LLP and all goods shall be purchased or sold by or in the name of an LLP. In the meanwhile, all services shall be rendered by or availed and in the name of the LLP. All the vouchers, delivery notes, bills, receipts, etc., in the LLP name shall be issued.
All LLP transactions shall be done in the LLP name and all goods shall be purchased or sold by or in the LLP name. In the same way, all services shall be rendered by or availed and in the LLP name. All the vouchers, bills, delivery notes, receipts etc., shall be issued in the LLP name.
Accounting expenses of the LLP.
All outgoing and the expenses of the LLP and all losses or damage incurred payable interest for any loans or taxes received etc., shall be paid out first of the profits of the LLP and next out of Partner’s in the shares capital account in which they were entitled to the net profits of the LLP.
All notes, bills, moneys, cheques and other instruments received by the LLP shall as and when the paid received and in the deposit of the designated bank to the credit account of the LLP, except such cash sum(s) amount as are needed immediately to meet the expenses of current LLP.
Audit of account books and maintenance.
The LLP account shall be maintained according to the accounting year (April to March) and a Account statement and solvency shall be drawn of all the capital of the liabilities of the LLP and assets, as at the 31st March in each year end and, if needed by the Act of LLP/Rules, the Account statement and solvency shall be audited in this Agreement by a chartered Accountant terms and provisions that are needed of the LLP Act.
Relating particulars to the secretary and to the registrar directors to be furnished by foreign companies.
Every company shall, within its place thirty days of business in India establishment, to the particulars in addition specified in sub-section (1) of section 380 of the Act, also deliver to the registrar for registration, a list of directors and such secretary of the company.
The list of directors and secretary or equivalent (by whatever name called) of the foreign company shall contain the following particulars, for each of the mentioned person in the list, namely:-
a, a full sur name and personal name;
b, former’s name and surnames or names or full sur names;
c, Father’s name or Mother’s name and Spouse’s name;
d, Date of birth;
e, Residential address;
If the present nationality is no the nationality of the origin; his origin nationality;
Passport number, issue date and issue of the country; (if holds a person more than one passport then all details of the passport to be given);
income-tax permanent account number (PAN) id, his nationality of origin;
passport number, date of issue and issue of country;(if a person holds more than one passport then all details of the passport to be given);
if any occupation;
whether any other Indian company directorship; (Director of Identification Number (DIN), Name and Corporate Identity Number(CIN) of the company in holding directorship case;
other directorship or held directorships by him;
Membership Number (for secretary only); and
A foreign company shall within a thirty days of the business place establishment in India, to the particulars specified in addition in sub-section (1) of section 380 of the Act, also deliver for registration to the registrar, a list of directors and such secretary of the company.
The list and the secretary which is equivalent (by whatever name called) of the foreign company shall contain the following particulars, for each of the persons in such list included, namely:-
a, Full personal name and sur name;
b, any former name or full surnames and surname or names;
c, father’s name or spouse’s name and mother’s name;
d, date of birth;
f, Residential address;
g, If the recent nationality is not the nationality of the origin, his nationality of the origin;
h, passport number, date of the issue and issue country ( if a person holds more than one passport details then all details of the passport to be given)
income-tax permanent account number(PAN) if required;
if any occupation;
whether directorship in any other Indian company (Director Identification Number (DIN), Name and Corporate Identity Number(CIN) of the company in case of the holding directorship;
other directorships or held directorships by him;
number of membership (for secretary only) and
A foreign company shall within period of thirty days of the business establishment place in India, the registrar Form Fc-1 with such fee as provided in Companies (Registration Offices and Fees0 Rules, 2014 and for registration with the documents that are needed to be delivered for registration by a foreign company with sub-section (1) provisions in accordance of section 380 and also be supported the application with an attested copy of approval form from the Reserve Bank of India under Foreign Exchange Management Act or regulations, and also from other regulators, if any, needed approval by foreign company such to establish business place in India or declaration from the authorized representative of such foreign company that no such approval needed.
A foreign company shall within thirty days period of the business place establishment in India, file with the registrar Form FC-1 with fee
Where any alteration made or occurs in the document delivered to the registrar for registration, a return in Form FC-2 along with given fee in the companies (Registration offices and fees) Rules, 2014 containing the particulars alteration within a period of thirty days from the date on which alteration are made or occurred