Is Limited Liability Partnership going through the same dissolution process as SDN. BHD.?
No. The process for the dissolution of a Limited Liability Partnership is different from Sdn. Bhd.. A Limited Liability Partnership (“LLP”) may be dissolved:-
a) by way of Court order;
b) voluntary winding up; or
c) striking off by Registrar.
The common mode of dissolving an LLP will be applying for voluntary winding up provided that:-
a) it ceased to operate;
b) all debts and liabilities have been discharged;
c) application is preceded by way of notice to all partners and published in a national newspaper of the intention to winding up; and
d) no objection from the Inland Revenue Board, creditor, and partner.
The Registrar will declare the LLP is dissolved if no objection is received after thirty (30) days from the date of the application. Thereafter, subject to the LLP agreement, the LLP is entitled to distribute its surplus assets (if any) among its partners according to their respective rights and interests. Once the surplus asset has been distributed, the compliance officer is required to notify the Registrar within fourteen (14) days from the date of which the distribution has been completed. The declaration of dissolution is considered effective upon submission of the notification to the Registrar.
A LLP can be wound up by Court under the same circumstances a company can be wound up by court as provided under the Companies Act 2016. The Limited Liability Partnership Act 2012 (“LLP Act 2012”) provides that the relevant provisions of the Companies Act 1965 related to winding up by Court will be applicable to LLP.
Can Strike off LLP like SDN BHD?
In case of Strike off SDN BHD which cost about RM3,000, a LLP will be struck off ONLY by the register if the Registrar has reason to believe that:-
a) the LLP no longer carrying on business;
b) the LLP contravened the LLP Act 2012;
c) the LLP is prejudicial to national interests;
d) no liquidator acting in cases of Court ordered winding up; or
e) affairs of the LLP have been fully wound up but no sufficient assets to pay the costs to obtain Court order to dissolve the LLP.
However, Strike off is not an option for LLP partners, must winding up (i.e. dissolution). (unlike Sdn. Bhd., strike off is allowed pursuant to Section 550 Companies Act 2016)
Cost to close down LLP?
Cost can range from about RM1,000 to RM10,000 depending
DIY - pay only SSM fee and advertisement fee; OR
Get consultant like AmazingCFO.com for Assisted-DIY advisory (our fee is RM1,000); OR
Appoint AmazingCFO.com to complete whole process.
What else to worry other than above "Cost to close down LLP"?
Total cost can be very high depending on
How long since registration and how many years did not comply with
Annual Declaration
Form e-PT submission
Whether is there any compound outstanding
Obtaining Tax Clearance Letter
and submission of Form e-PT before apply Tax Clearance Letter.
Contact (our AI chatbot) WhatsApp 0162221305 for inquiry or appointment.
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