Limited Liability Partnership (Significant Beneficial Owners) Rules, 2023

[09th November 2023]

In exercise of the powers conferred by section 79 of the Limited Liability Partnership Act, 2008 (6 of 2009), the Central Government hereby makes the following rules, namely :-

Rule - 1. Short title and commencement

(1)     These rules may be called the Limited Liability Partnership (Significant Beneficial Owners) Rules, 2023.

(2)     They shall come into force on the date of their publication in the Official Gazette.

Rule - 2. Applicability

The provisions of these rules shall apply to any Limited Liability Partnership.

Rule - 3. Definitions

(1)     In these rules, unless the context otherwise requires,-

(a)      ""Act"" means the Limited Liability Partnership Act, 2008 (6 of 2009);

(b)      ""Annexure"" means the Annexure to these rules;

(c)      "control" shall include the right to appoint majority of the designated partners or to control the management or policy decisions exercisable by a person or persons acting individually or in concert, directly or indirectly, including by virtue of their contribution or management rights or limited liability partnership agreements or other agreements or in any other manner;

(d)      ""fees"" means the fees as specified in the Limited Liability Partnership Rules, 2009;

(e)      ""Form"" or "e-form" means a form set forth in the Annexure to these rules;

(f)       "majority stake" means;-

(i)       holding more than one-half of the equity share capital in the body corporate; or

(ii)      holding more than one-half of the contribution in a partnership entity; or

(iii)     holding more than one-half of the voting rights in the body corporate; or

(iv)    having the right to receive or participate in more than one-half of the distributable dividend or distributable profits or any other distribution by the body corporate including a partnership entity as the case may be;

(g)      "notification" means the notification number G.S.R. 110 (E), dated the 11th February, 2022;

(h)     "partnership entity" means a partnership firm registered under the Indian Partnership Act,1932 (9 of 1932) or a limited liability partnership registered under the Act;

(i)       "reporting limited liability partnership" means a limited liability partnership required to comply with the requirements of section 90 of the Companies Act, 2013 as modified by the notification;

(j)       "section" means a section of Act and includes a section of the Companies Act, 2013, as modified by the notification;

(k)      "significant beneficial owner" in relation to a reporting limited liability partnership, means an individual who acting alone or together or through one or more persons or trust, possesses one or more of the following rights or entitlements in such reporting limited liability partnership, namely:-

(i)       holds indirectly or together with any direct holdings, not less than ten per cent of the contribution;

(ii)      holds indirectly or together with any direct holdings, not less than ten percent of voting rights in respect of the management or policy decisions in such limited liability partnership;

(iii)     has right to receive or participate in not less than ten per cent of the total distributable profits, or any other distribution, in a financial year through indirect holdings alone or together with any direct holdings;

(iv)    has right to exercise or actually exercises, significant influence or control, in any manner other than through direct-holdings alone:

Explanation I.- For the purpose of this clause, if an individual does not hold any right or entitlement indirectly under sub-clauses (i), (ii), (iii) or (iv), he shall not be considered to be a significant beneficial owner.

Explanation II.- For the purpose of this clause, an individual shall be considered to hold a right or entitlement directly in the reporting limited liability partnership, if he satisfies any of the following criteria, namely:-

(i)       the contribution in the reporting limited liability partnership representing such right or entitlement are held in the name of the individual;

(ii)      the individual holds or acquires a beneficial interest in the contribution of the reporting limited liability partnership under sub-rule (2) of rule 22B of the Limited Liability Partnership Rules, 2009 and has made a declaration in this regard to the reporting limited liability partnership.

Explanation III.- For the purpose of this clause, an individual shall be considered to hold a right or entitlement indirectly in the reporting limited liability partnership, if he satisfies any of the following criteria, in respect of a partner of the reporting limited liability partnership, namely: -

(i)       where the partner of the reporting limited liability partnership is a body corporate (whether incorporated or registered in India or abroad) other than a limited liability partnership, and the individual,-

(a)      holds majority stake in that partner; or

(b)      holds majority stake in the ultimate holding company (whether incorporated or registered in India or abroad) of that partner;

(ii)      where the partner of the reporting limited liability partnership is a Hindu undivided family (through karta), and the individual is the karta of the Hindu undivided family;

(iii)     where the partner of the reporting limited liability partnership is a partnership entity (through itself or a partner), and the individual,-

(a)      is a partner; or

(b)      holds majority stake in the body corporate which is a partner of the partnership entity; or

(c)      holds majority stake in the ultimate holding company of the body corporate which is a partner of the partnership entity.

(iv)    where the partner of the reporting limited liability partnership is a trust (through trustee), and the individual,-

(a)      is a trustee in case of a discretionary trust or a charitable trust;

(b)      is a beneficiary in case of a specific trust;

(c)      is the author or settlor in case of a revocable trust.

(v)      where the partner of the reporting limited liability partnership is,-

(a)      a pooled investment vehicle; or

(b)      an entity controlled by the pooled investment vehicle, based in member State of the Financial Action Task Force on Money Laundering and the regulator of the securities market in such member State is a member of the International Organisation of Securities Commissions, and the individual in relation to the pooled investment vehicle,-

(A)     is a general partner; or

(B)     is an investment manager; or

(C)     is a chief executive officer where the investment manager of such pooled vehicle is a body corporate or a partnership entity.

Explanation IV - Where the partner of a reporting limited liability partnership is,

(i)       a pooled investment vehicle; or

(ii)      an entity controlled by the pooled investment vehicle, based in a jurisdiction which does not fulfil the requirements referred to in clause (v) of Explanation III, the provisions of clause (i) or clause (ii) or clause (iii) or clause (iv) of Explanation III, as the case may be, shall apply.

Explanation V.- For the purpose of this clause, if any individual, or individuals acting through any person or trust, act with a common intent or purpose of exercising any rights or entitlements, or exercising control or significant influence, over a reporting limited liability partnership, pursuant to an agreement or understanding, formal or informal, such individual, or individuals, acting through any person or trust, as the case may be, shall be deemed to be "acting together".

(l)       "significant influence" means the power to participate, directly or indirectly, in the financial and operating policy decisions of the reporting limited liability partnership but is not control or joint control of those policies.

(m)    "ultimate holding company" is a holding company as defined under clause (46) of section 2 of the Companies Act, 2013, which is not a subsidiary of any other body corporate.

(2)     The words and expressions used in these rules but not defined shall have the meaning respectively assigned to them in the Limited Liability Partnership Act, 2008 (6 of 2009).

Rule - 4. Duty of the reporting limited liability partnership

(1)     Every reporting limited liability partnership shall take necessary steps to find out if there is any individual who is a significant beneficial owner, in relation to that reporting limited liability partnership, and if so, identify him and cause such individual to make a declaration in Form No. LLP BEN-1.

(2)     Without prejudice to sub-rule (1), every reporting limited liability partnership shall in all cases where its partner (other than an individual), holds not less than ten per cent. of its-

(a)      contribution; or

(b)      voting rights; or

(c)      right to receive or participate in the distributable profits or any other distribution payable in a financial year,- give notice to such partner in Form No. LLP BEN-4, seeking information in accordance with sub-section (5) of section 90 of the Companies Act, 2013 as applied to the limited liability partnership as per the notification.

Rule - 5. Declaration of significant beneficial ownership

(1)     On the commencement of these rules, every individual who is a significant beneficial owner in a reporting limited liability partnership, shall file a declaration in Form No. LLP BEN-1 to the reporting limited liability partnership within ninety days from such commencement.

(2)     Every individual, who subsequently becomes a significant beneficial owner, or where his significant beneficial ownership undergoes any change shall file a declaration in Form No. LLP BEN-1 to the reporting limited liability partnership, within thirty days of acquiring such significant beneficial ownership or any change therein.

(3)     Where an individual becomes a significant beneficial owner, or where his significant beneficial ownership undergoes any change, within ninety days of the commencement of these rules, it shall be deemed that such individual became the significant beneficial owner or any change therein happened on the date of expiry of ninety days from such commencement, and the period of thirty days for filing will be reckoned accordingly.

Rule - 6. Return of significant beneficial owners in contribution

Upon receipt of declaration under rule 5, the reporting limited liability partnership shall file a return in Form No. LLP BEN-2 with the Registrar in respect of such declaration, within a period of thirty days from the date of receipt of such declaration by it, along with the fees as prescribed in the Limited Liability Partnership Rules, 2009.

Rule - 7. Register of significant beneficial owners

(1)     The limited liability partnership shall maintain a register of significant beneficial owners in Form No. LLP BEN-3.

(2)     The register shall be open for inspection during business hours, at such reasonable time of not less than two hours, on every working day as may be decided by limited liability partnership agreement, or by partners of the limited liability partnership on payment of such fee as may be specified by the limited liability partnership but not exceeding fifty rupees for each inspection.

Rule - 8. Notice seeking information about significant beneficial owners

A limited liability partnership shall give notice in Form No. LLP BEN-4 seeking information in accordance with sub-section (5) of section 90 as applied to the limited liability partnership by the notification.

Rule - 9. Application to the Tribunal

The reporting limited liability partnership shall apply to the Tribunal,

(i)       where any person fails to give the information required by the notice in Form No. LLP BEN-4, within the time specified therein; or

(ii)      where the information given is not satisfactory, under sub-section (7) of section 90 of Companies Act, 2013 for order directing that the contribution in question be subject to such restrictions as Tribunal deems fit, including-

(a)      restrictions on the transfer of interest attached to the contribution in question;

(b)      suspension of the right to receive profits or any other distribution in relation to the contribution in question;

(c)      suspension of voting rights in relation to the contribution in question;

(d)      any other restriction on all or any of the rights attached with the contribution in question.

Rule - 10. Non-applicability

These rules shall not apply to the extent the contribution of the reporting limited liability partnership is held by.-

(a)      the Central Government, State Government or any local authority;

(b)      (i) a reporting limited liability partnership, or

(ii) a body corporate, or

(iii) an entity, controlled by the Central Government or by one or more State Government, or partly by the Central Government and partly by one or more State Government;

(c)      an investment vehicles registered with, and regulated by the Securities and Exchange Board of India, such as mutual funds, alternative investment funds (AIF), Real Estate Investment Trusts (REITs), Infrastructure Investment Trust (lnVITs).

(d)      an investment vehicles regulated by the Reserve Bank of India, or the Insurance Regulatory and Development Authority of India, or the Pension Fund Regulatory and Development Authority.

Annexure

[See rule 3(b)]

Form No. LLP BEN-1

Declaration by the beneficial owner who holds or acquires significant beneficial ownership in Contribution

[Pursuant to section 90(1) of the Companies Act, 2013 and Rule 5 of the Limited Liability Partnership (Significant Beneficial Owners) Rules, 2023]

To

Name of the Limited Liability Partnership:

Registered office address:

(1)     Purpose of filing the form (choose any one)

O For declaration of Significant Beneficial Ownership under Section 90 of the Companies Act, 2013.

O For Change in Significant Beneficial Ownership under Section 90 of the Companies Act, 2013.

ID of the Significant Beneficial Owner

(2)     Particulars of the holder of the significant beneficial interest:

(3)     Nature of indirect holding or exercise of right in the reporting Limited Liability Partnership through partner of the reporting LLP (where more than one repeat this para of the Form)

(a)      Type of Partner (Company/ LLP/Any other Body Corporate/ HUF/Partnership firm/Discretionary Trust/Charitable trust/Specific Trust/Revocable Trust /Pooled Investment vehicle (PIV) / Entity controlled by PIV):

(b)      Corporate Identity number (CIN) or Limited Liability Partnership Identification number (LLPIN) or any other registration number allotted by the regulator established under the Act:

(c)      Name of Partner:

(d)      Address:

Line I ...............................................................

Line II ...............................................................

City ..................... State .....................

Country ..................... Pin code .....................

(e)      Nature of indirect holding or exercise of right in the reporting LLP:

(f)       Status of significant beneficial owner in the partner of the reporting LLP (mention applicable/Not Applicable)

(g)      In case the partner is a partnership firm or LLP, specify whether significant beneficial owner: (Yes/No)

(h)     In case the partner is a company or any other body corporate, specify whether significant beneficial owner holds: (Yes/No)

. Whether Significant Beneficial Owner has any direct holding or right in the reporting LLP: O Yes O No

If Yes enter details (In percentage):

Date:

Place:

Signature of the holder of the significant beneficial interest

Attachments:

Form No. LLP BEN-2

Return to the Registrar in respect of declaration under section 90

[Pursuant to section 90(4) of The Companies Act, 2013 and rule 6 The Limited Liability Partnership(Significant Beneficial Owners) Rules, 2023]

Form language

English Hind

Refer instruction kit for filing the form

All fields marked in * are mandatory

Limited Liability Partnership Information

(1)     *Limited Liability Partnership Identification Number (LLPIN) of LLP

(2)     (a) *Name of the Limited Liability Partnership

(b) *Registered office address

(c) *email id

(3)     *Purpose of filing the form

For declaration of holding reporting LLP For declaration of Significant Beneficial Ownership under Section 90 of the Companies Act, 2013

For change in particulars of existing Significant Beneficial For removal of existing Significant Beneficial Ownership under Section 90 of the Companies Act, 2013 Ownership under Section 90 of the Companies Act, 2013

Removal of the existing holding reporting Limited Liability Partnership

(4)     For declaration of holding reporting Limited Liability Partnership (applicable in case For declaration of holding reporting Limited Liability Partnership is selected in data field 3)

(a)      LLPIN of the holding reporting Limited Liability Partnership

(5)     (a) For declaration of Significant Beneficial Ownership under Section 90 of the Companies Act, 2013

(applicable in case For declaration of Significant Beneficial Ownership under Section 90 of the Companies Act, 2013 is selected in data field 3)

(a)      Number of Significant Beneficial Owners for whom the form is being filed

(6)     Details and particulars of Partners

(6A) Manner in which significant beneficial interest is being held or exercised either indirectly or together with any direct holding or right (select one or more as may be applicable)

By virtue of contribution % By virtue of voting rights in contribution % By virtue of rights on distributable profits or any other distribution % By virtue of exercise of control (attach copy of agreement)

Copy of Agreement

By virtue of exercise of significant influence (attach copy of agreement)

Copy of Agreement

(6B) Particulars of the Partners

(a)      Type of Partner (company/ foreign company/limited liability partnership(LLP)/ any Other body corporate/Hindu Undivided Family (HUF)/ Partnership firm / Discretionary trust / charitable trust / specific trust / revocable trust / Pooled Investment vehicle (PIV) / entity controlled by PIV/ foreign LLP / LLP incorporated Outside India and has no place of business in India/ Individuals acting together/ foreign Government)

(i)       Whether trustee is a body corporate O yes O No

(ii)      Number of Individuals acting together

(b)      CIN/ FCRN/ LLPIN or any other registration number

(c)      Name of the Partner

(d)      Address of the Partners

(i)       Address Line 1

(ii)      Address Line 2

(iii)     Country

(iv)    Pin Code/Zip code

(v)      Area/Locality

(vi)    City

(vii)   District

(viii)  State/UT

(e)      Email ID of the Partner

(f)       Date of entry of name in register under Rule 22A of the Limited Liability Partnership Rules, 2009 (DD/MM/YYYY)

(6C) Other details of the Partners

(a)      Status of the SBO

(Individual/partner/karta/trustee/protector/director of trustee/director of Protector/beneficiary/settlor/ general partner/investment partner/ CEO of PIV/ individual acting together/head of states)

(b)      Whether individual (SBO) has majority stake in the (partner of the Reporting LLP/Ultimate Holding Company of the partner of the reporting LLP)

(c)      Corporate Identity number (CIN) or LLPIN or Foreign Company Registration Number (FCRN) or Foreign Limited Liability Partnership Identification (FLLPIN) or any other registration number

(d)      Name of the ultimate holding company

(e)      Whether the individual (SBO):

(is a partner of the Body corporate/ holds majority stake in the body corporate partner/ holds majority stake in the ultimate holding company of the body corporate partner)

(f)       Corporate Identity number (CIN) or Foreign Company Registration Number (FCRN) or Foreign Limited Liability Partnership Identification (FLLPIN) or any other registration number

(g)      Name of the body corporate partner / ultimate holding company

(6D) Particulars of the SBO to be added SBO1

(a)      ID of the Significant Beneficial Owner

(a)   (i) Income Tax PAN

(ii) Passport Number

(b)      Name of the Significant Beneficial Owner

(b)   (i) First Name

(ii) Middle Name

(iii) Last Name

(c)      Fathers Name (Even married women must give fathers name)

(c)   (i) First Name

(ii) Middle Name

(iii) Last Name

(d)      Date of Birth (DD/MM/YYYY)

(e)      Nationality

(f)       Whether a citizen of India

(g)      Address of Significant Beneficial Owner

(g)   (i) Address Line 1

(ii) Address Line 2

(iii) Country

(iv) Pin Code/Zip code

(v) Area/Locality

(vi) City

(vii) District

(viii) State/UT

(ix) Email ID of the Significant Beneficial Owner

(h)     (i) Date of acquiring Significant Beneficial Interest (DD/MM/YYYY)

(ii) Date of declarations under sub-section (1) of section 90 of the Companies Act, 2013 (DD/MM/YYYY)

(iii) Date of receipt of the declaration by the LLP (DD/MM/YYYY)

(i)       Whether Significant Beneficial Owner has any direct holding or right in the Yes No reporting LLP

(j)       If yes, enter details below:

(i)       By virtue of contribution %

(ii)      By virtue of voting rights in contribution %

(iii)     By virtue of rights on distributable profits or any other distribution %

(iv)    By virtue of exercise of control (attach copy of agreement)

Copy of Agreement

(v)      By virtue of exercise of significant influence (attach copy of agreement)

Copy of Agreement

(k)      Name of the Body Corporate

(l)       Corporate Identity number (CIN) or Foreign Company Registration

Number (FCRN) or Limited Liability Partnership Identification

Number (LLPIN) or Foreign Limited Liability Partnership Identification (FLLPIN) or

any other registration number

5 (b) For change in particulars of Significant Beneficial Ownership under Section 90 of the Companies Act, 2013

(applicable in case For change in particulars of Significant Beneficial Ownership under Section 90 of the Companies Act, 2013 is selected in data field 3)

(b)(i) Number of Significant Beneficial Owners for whom particulars are to be changed

6 Details and particulars of Partners

6A Manner in which significant beneficial interest is being held or exercised either indirectly or together with any direct holding or right (select one or more as may be applicable)

By virtue of contribution % By virtue of voting rights in contribution % By virtue of rights on distributable profits or any other distribution % By virtue of exercise of control (attach copy of agreement)

Copy of Agreement

By virtue of exercise of significant influence (attach copy of agreement)

Copy of Agreement

6B Particulars of the Partners

(a)      Type of Partner

(Company/ Foreign Company/ Limited Liability Partnership (LLP)/ Any other Body Corporate/ Hindu Undivided Family (HUF)/ Partnership Firm/ Discretionary Trust/ Charitable Trust/ Specific Trust/ Revocable Trust/ Pooled Investment vehicle (PIV)/ Entity controlled by PIV/ Foreign LLP/ LLP incorporated outside India and has no place of business in India/ Individuals acting together/ Foreign Government)

(i)       Whether trustee is a body corporate Yes No

(ii)      Number of individuals acting together

(b)      CIN/ FCRN/ LLPIN or any other registration number

(c)      Name of the Partner

(d)      Address of Partner

(i)       Address Line 1

(ii)      Address Line 2

(iii)     Country

(iv)    Pin Code/Zip code

(v)      Area/Locality

(vi)    City

(vii)   District

(viii)  State/UT

(e)      Email ID of the Partner

(f)       Date of entry of name in register under rule 22A of Limited Liability Partnership Rules, 2009 (DD/MM/YYYY)

6C Other details of the partners

(a)      Status of the SBO

(Individual/ Partner/ Karta/ Trustee/ Protector/ Director of trustee/ Director of Protector/ Beneficiary/ Settlor/ General Partner/Investment manager/ CEO of PIV/ General Partner/ Investment manager/CEO of PIV/ Individuals acting together/ Head of State)

(b)      Whether individual (SBO) has majority stake in the Partner of the reporting LLP/ Ultimate Holding Company of the partner of the reporting LLP)

(c)      Corporate Identity number (CIN) or Foreign Company Registration Number (FCRN) Or LLPIN or Foreign Limited Liability Partnership Identification (FLLPIN) or any other registration number

(d)      Name of the ultimate holding company

(e)      Whether the individual (SBO)

(is a partner of the body corporate/ holds majority stake in the body corporate partner/ holds majority stake in the ultimate holding company of the body corporate partner)

(f)       Corporate Identity number (CIN) or Foreign Company Registration Number (FCRN) or LLPIN or Foreign Limited Liability Partnership Identification (FLLPIN) or any other registration number

(g)      Name of the body corporate partner or ultimate holding company

6D Particulars of the SBO to be changed SBO1

(a)      ID of the Significant Beneficial Owner

(i)       Income Tax PAN

(ii)      Passport Number

(b)      Name of the Significant Beneficial Owner

(i)       First Name

(ii)      Middle Name

(iii)     Last Name

(c)      Fathers Name (Even married women must give fathers name)

(i)       First Name

(ii)      Middle Name

(iii)     Last Name

(d)      Date of Birth (DD/MM/YYYY)

(e)      Nationality

(f)       Whether a citizen of India Yes No

(g)      Address of Significant Beneficial Owner

(i)       Address Line 1

(ii)      Address Line 2

(iii)     Country

(iv)    Pin Code/Zip code

(v)      Area/Locality

(vi)    City

(vii)   District

(viii)  State/UT

(ix)    Email ID of the Significant Beneficial Owner

(h)     (i) Date of acquiring Significant Beneficial Interest (DD/MM/YYYY)

(ii) Date of declarations under sub-section (1) of section 90 of the Companies Act, 2013 (DD/MM/YYYY)

(iii) Date of receipt of the declaration by the LLP (DD/MM/YYYY)

(i)       Whether Significant Beneficial Owner has any direct holding or right in the Yes No reporting LLP

(j)       If yes, enter details below:

(i)       By virtue of contributions %

(ii)      By virtue of voting rights in contributions %

(iii)     By virtue of rights on distributable profits or any other distribution %

(iv)    By virtue of exercise of control (attach copy of agreement)

Copy of Agreement

(v)      By virtue of exercise of significant influence (attach copy of agreement) Copy of Agreement

(k)      Name of the Body Corporate

(l)       Corporate Identity number (CIN) or Foreign Company Registration

Number (FCRN) or Limited Liability Partnership Identification

Number (LLPIN) or Foreign Limited Liability Partnership Identification (FLLPIN) or any other registration number

5 (c) For removal of existing Significant Beneficial Ownership under Section 90 of the Companies Act, 2013

(applicable in case For removal of existing Significant Beneficial Ownership under Section 90 of the Companies Act, 2013 is selected in data field 3)

(c) (i) Number of Significant Beneficial Owner to be removed

(d) (i) ID of the Significant Beneficial Owner to be removed

(ii) Name of Significant Beneficial Owner to be removed

(iii) Date of removal of Significant Beneficial Interest (DD/MM/YYYY)

(iv) Date of declarations under sub-section (1) of section 90 of the Companies Act, 2013 (DD/MM/YYYY)

(v) Date of receipt of the declaration by the LLP (DD/MM/YYYY)

(e) Whether control or significant influence has ceased Yes No

If yes, provide copy of relevant document

(f) Details of direct or indirect control by the SBO after such cessation/change (select all that apply):

(i)       By virtue of contribution %

(ii)      By virtue of voting rights in contribution %

(iii)     By virtue of rights on distributable profits or any other distribution %

(iv)    By virtue of exercise of control (attach copy of agreement) Copy of Agreement

(v)      By virtue of exercise of significant influence (attach copy of agreement)

Copy of Agreement

7 Removal of the holding reporting LLP

(applicable in case option Removal of the holding reporting LLP is selected in data field 3)

(a)      LLPIN of the holding reporting LLP

(b)      Effective date of removal of holding reporting LLP (DD/MM/YYYY)

Attachments

(a)      *Declaration under Section 90 of the Companies Act, 2013

(b)      Registration Certificate

(c)      Instrument under which significant beneficial interest is created

(d)      Optional attachment, if any.

Declaration

To the best of my knowledge and belief, the information given in this form and attachments is correct and complete.

I, being a designated partner of the LLP, am authorised to sign and submit this form.

I further hereby declare that I have verified the details of individual(s) on whose behalf reporting is done in LLP BEN-1 to act as SBO in the LLP, by providing a reasonable opportunity to such individual(s).

*To be digitally signed by designated partner

* DPIN of the designated partner

Certificate by practicing professional

* It is hereby certified that I have verified the above particulars (including attachment(s)) from the records of and found them to be true and correct. I further certify that all the required attachment(s) have been completely attached to this form.

* Category

Chartered accountant (in whole time practice)

Cost accountant (in whole time practice)

Company secretary (in whole-time practice)

* Whether associate or fellow:

Associate Fellow

*Membership number or certificate of practice number

*Signature Field 2

Note: Attention is drawn to provisions of Section 37 of LLP Act, 2008 which provide for punishment for false statement and punishment for the same.

This eForm has been taken on file maintained by the register of LLPs through electronic mode and on the basis of statement of correctness given by the Designated partner and professional.

For office use only:

eForm Service request number (SRN)

eForm filing date (DD/MM/YYYY)

Form No. LLP BEN-3

Register of beneficial owners holding significant beneficial interest

[Pursuant to Section 90(2) of the Companies Act, 2013 and Rule 7 (1) of the Limited Liability Partnership (Significant Beneficial Owners) Rules, 2023]

Name of the Limited Liability Partnership:

Registered office address:

Form No. LLP BEN-4

[Pursuant to section 90(5) of the Companies Act, 2013 and Rule 4, 8 and 9 of the Limited Liability Partnership (Significant Beneficial Owners) Rules, 2023]

[Insert LLP Name] (the "LLP")

Insert Date

[By post/email]

To:

Name and address of SBO/any other person

Date:

Subject: Notice under sub-section (5) of Section 90 of the Companies Act, 2013 and rules made under the Limited Liability Partnership (Significant Beneficial Owners) Rules, 2023

The Limited Liability Partnership has reasonable cause to believe that:

You are a significant beneficial owner of the Limited Liability Partnership;

You have knowledge of the identity of significant beneficial owner/another person of ................likely to have such knowledge;

being a partner hold not less than 10% of the contribution / voting rights/ rights on distributable profits or any other distribution in the company

You have been a significant beneficial owner of the Limited Liability Partnership during the three years immediately preceding the date of this notice, and in respect of the above significant beneficial ownership, the declaration for intimation as prescribed under Section 90 of the Act Companies Act, 2013 has not been complied with the Companies Act, 2013 and rules made under the Limited Liability Partnership (Significant Beneficial Owners) Rules, 2023.

You are accordingly advised to give the following information within 30 days of the date of this notice in accordance with the Section 90 of the Companies Act, 2013:

(1)     Name and Address of the Beneficial Owner (B.O)

(2)     PAN of the BO

(3)     Name of the person/entity/trust/body corporate etc. in whose name the contribution is registered

(4)     Date of acquiring beneficial interest

(5)     Documents, terms and conditions or any other particulars regarding the Beneficial ownership

(6)     Reason for not filing declaration in Form No. LLP BEN-1.

(7)     Any other information incidental to or relevant or in your possession or knowledge to enable the Limited Liability Partnership to evaluate this matter.

* A copy of LLP Form No. BEN-1 is attached for compliance.

The above mentioned particulars should be submitted in writing to the registered address of the Limited Liability Partnership not later than 30 days of the date of this notice failing which the Limited Liability Partnership shall proceed in the matter without further notice as per the provisions of the Act.

Name & signature

(Person authorized to issue notice)