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Microlesson · 5-min read

Name of LLP (Sections 15–17)

# Name of an LLP

## Section 15 — Name Requirements

### (1) Suffix

Every LLP must add the suffix 'LLP' or 'Limited Liability Partnership' to its name.

> Example: 'ABC LLP' or 'ABC Limited Liability Partnership'.

### (2) Prohibited Names

No LLP shall be registered with a name which, in the opinion of the CG, is:

  • Undesirable, or
  • Identical or closely resembles the name of an existing LLP, company, or registered trademark.

> Authorial note: Section 15 prohibits a new LLP from using a name identical to an existing LLP but is silent on names identical to an existing company — a recognised lacuna that contrasts with Section 4 of the Companies Act.

## Section 16 — Reservation of Name

### (1) Application

A person may apply to the RoC (in prescribed manner + fee) to reserve:

  • The name of a proposed LLP, OR
  • The name to which an existing LLP proposes to change its name.

### (2) Reservation Period

On being satisfied that the name is not identical/undesirable, the RoC reserves the name for 3 months from the date of intimation.

> Contrast with Companies Act: Under Section 4 of the Companies Act, name reservation is only 20/60 days.

## Section 17 — Rectification of Name

### (1) When CG may direct change

Notwithstanding Sections 15 and 16, if an LLP is inadvertently registered (on first registration or change) with a name identical or too similar to:

  • Any other LLP, OR
  • A registered trademark under the Trade Marks Act, 1999

Then the CG, on application by the affected party (other LLP, trademark proprietor, or company), may direct the LLP to change its name within 3 months.

> Note: The proprietor's application must be made within 3 years of incorporation or change of name.

### (2) Filing the change

After changing the name, the LLP must notify the RoC within 15 days; the RoC then makes consequential changes in the Certificate of Incorporation within 30 days.

### (3) Default by LLP

If the LLP fails to comply, the CG shall allot a new name, and the RoC enters the new name in the register and issues a fresh Certificate of Incorporation.

> The LLP may later voluntarily change the allotted name.

> Note: Unlike Section 16 of the Companies Act, the CG cannot act suo motu under Section 17 — an application is required.

Worked example

### Example 1

Example — Trademark holder's application: Z LLP is incorporated on 1st June 2024 using a name closely resembling a registered trademark of W Ltd. Result: W Ltd. may apply to the CG under Section 17 for a name-change direction at any time up to 1st June 2027 (3 years from incorporation).

### Example 2

Example — Name reservation window: An applicant reserves the name 'Bright LLP' on 1st January. Result: The reservation is valid until 1st April (3 months) under Section 16, unlike a company name which would expire much sooner.

⚠️ Common exam mistakes

  • Stating the reservation period as 20 or 60 days — that is the Companies Act rule; under LLP it is 3 months.
  • Forgetting the 3-year limitation for a trademark proprietor or affected company to apply under Section 17.
  • Assuming CG can suo motu order rectification under Section 17 — it can only act on an application by an affected party.
  • Omitting the 'LLP' / 'Limited Liability Partnership' suffix from the LLP's registered name.
Bare-Act text Sections 15–17 · Limited Liability Partnership Act, 2008 · click to expand
Section 15(1) Every limited liability partnership shall have either the words 'limited liability partnership' or the acronym 'LLP' as the last words of its name. (2) No limited liability partnership shall be registered by a name which, in the opinion of the Central Government is — (a) undesirable; or (b) identical or too nearly resembles to that of any other partnership firm or limited liability partnership or body corporate or a registered trade mark, or a trade mark which is subject of an application for registration, of any other person under the Trade Marks Act, 1999.
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