Company & LLP - formation, compliances, merger, winding

A company and a Limited Liability Partnership (LLP) are two different legal forms of businesses. They differ in terms of formation, compliance, merger, and winding-up procedures.

Formation:

To form a company, the first step is to obtain a Director Identification Number (DIN) and a Digital Signature Certificate (DSC) for the proposed directors. The next step is to file the application for name reservation with the Registrar of Companies (ROC), followed by drafting and filing the Memorandum of Association (MOA) and Articles of Association (AOA) with the ROC. After approval of the documents by the ROC, the company is registered and issued a Certificate of Incorporation.

To form an LLP, the first step is to obtain a Digital Signature Certificate (DSC) and Designated Partner Identification Number (DPIN) for the proposed partners. The next step is to file an application for name reservation with the Registrar of LLP. Once the name is approved, the LLP agreement needs to be executed, and it must be filed with the Registrar of LLP for registration. After the approval of the LLP agreement, the LLP is registered and issued a Certificate of Incorporation.

Compliances:

Both companies and LLPs are required to comply with various statutory and regulatory requirements, such as filing annual returns, financial statements, and other documents with the Registrar of Companies or Registrar of LLP, as applicable. The compliance requirements for a company are more extensive than an LLP.

Merger:

Companies and LLPs can merge with other companies or LLPs under the Companies Act, 2013, and the LLP Act, 2008, respectively. The process of merger involves various steps such as obtaining the approval of the respective stakeholders, the approval of the ROC/Registrar of LLP, and the filing of various documents.

Winding up:

Both companies and LLPs can be wound up voluntarily or by the order of the court. The process of winding up involves various steps, such as filing a petition for winding up, appointment of liquidator, realization and distribution of assets, and dissolution of the company or LLP.