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Microlesson · 5-min read

Reservation and Change of Name of LLP (Sections 15-17)

# Reservation and Change of Name of LLP [Sections 15 to 17]

## Reservation of Name

  • Application is made to ROC in e-Form RUN-LLP for reservation of name of:
  • A proposed LLP, OR
  • A name to which an existing LLP proposes to change its name.
  • LLP name must have the words "Limited Liability Partnership" or "LLP" as the last words.
  • Upon receipt of application, ROC may reserve the name for 3 months from intimation by ROC.

## Names that Cannot be Registered

LLP shall NOT be registered with a name which, in the opinion of CG, is:

  • Undesirable, OR
  • Identical or too nearly resembles another LLP, company, or registered trademark of another person.

## Direction to Change Name

If, due to inadvertence or otherwise, an LLP is registered with a name that is identical to or nearly resembles another LLP/company/registered trademark:

  • Who can apply? Proprietor of trademark, the other LLP or Company.
  • Time limit for application: Within 3 years of incorporation/registration/change of name of the offending LLP.
  • CG's power: May direct LLP to change its name within 3 months of the direction.

## On Change of Name

  • LLP shall give notice of change (with CG's order) to ROC within 15 days of change.
  • ROC shall make necessary changes in the Certificate of Incorporation.
  • Within 30 days of such change in certificate, LLP shall update its name in the LLP Agreement.

## Failure to Comply with CG Direction

  • CG shall allot a new name to the LLP.
  • ROC shall enter the new name in the register and issue a fresh Certificate of Incorporation.

## Important Note

  • The restriction (identical/similar name) applies only against another LLP, Company, or registered trademark — NOT against a partnership firm.

Worked example

### Example 1

Example: M/s Namo LLP was incorporated on 1st May. A partner from M/s Namo (a partnership firm) objected to the LLP's name. Change is NOT required — Section 17 applies only if the name resembles another LLP, Company, or registered trademark. A partnership firm has no protection under this provision.

⚠️ Common exam mistakes

  • Confusing the form name — application is via e-Form RUN-LLP (not Form 1).
  • Believing a partnership firm can object to an LLP's similar name — only LLPs, companies, or trademark holders have standing.
  • Missing the 3-year limitation period for applying for a change of name.
  • Forgetting the 15-day notice to ROC and the 30-day update in LLP agreement after name change.
Reference: Sections 15, 16 and 17 — LLP Act, 2008
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