Procedure For Change Of Name Of LLP In India: Step-By-Step Guide

Changing the name of an LLP is more common than most founders think. Maybe your LLP has grown, your business model has changed, or your brand identity has evolved. Or perhaps you suddenly receive a notice from the Registrar that your LLP’s name is too similar to another company or conflicts with a registered trademark. In any of these situations, a name change becomes necessary. But here is the real problem. Most entrepreneurs are unaware of the exact procedure for the change of name of an LLP in India. They are unsure about which forms to file, how to reserve a new name through RUN-LLP, when to submit Form LLP-5 and LLP-3, or how long each step actually takes. Many also end up paying penalties simply because they missed a deadline or skipped a compliance requirement. That is where this guide helps. This article acts as a simple, practical roadmap that explains every step of the LLP name change process in 2025. Whether you are changing the name voluntarily as part of a rebranding strategy or you are doing it because of an ROC objection or trademark dispute, you will learn exactly how to complete the process correctly without mistakes.

By the end of this guide, you will have complete clarity on the documents required, MCA forms, fees, timelines, and compliance steps needed to change your LLP name smoothly.

Legal Framework for Change of Name of LLP

Before starting the actual procedure for the change of name of LLP, it is important to understand the legal provisions that govern this process. The MCA follows a strict structure based on the LLP Act, LLP Rules, and name approval guidelines, and every name change must comply with these requirements.

Key Sections of the LLP Act, 2008

The main legal provision for changing the name of a Limited Liability Partnership is Section 19 of the LLP Act, 2008.
This section allows an LLP to change its name by:

• Passing a partners’ resolution
• Filing the required forms with the Registrar
• Obtaining approval from the MCA

Section 20 also becomes important when the ROC directs an LLP to change its name because it is identical or too similar to another registered business or trademark. In such cases, the LLP must change its name within the time period specified by the Registrar.

Relevant Rules under LLP Rules, 2009

The LLP Rules, 2009 provide the detailed procedure. The important rules for this process include:

• Rules related to filing the RUN-LLP form for reserving the new name
• Rule 18, which specifies naming conditions and restrictions
• Rules that govern filing Form LLP-5 for officially changing the name
• Rules for filing Form LLP-3 when the LLP Agreement is amended to update the new name

These rules ensure that the new name is valid, available, and compliant with MCA requirements.

FORM RUN-LLP

MCA Name Approval Guidelines for LLPs

The Ministry of Corporate Affairs has specific name approval guidelines that every LLP must follow. These guidelines clarify:

• Which words and terms are restricted or prohibited
• When NOCs are needed for using certain names
• Rules for avoiding names that are identical or confusingly similar
• Restrictions related to trademarks and government names
• Criteria for using words like India, National, Corporation, Industry, or Professional terms

Following these guidelines increases the chances of getting your new LLP name approved on the first attempt.

Pre-Requisites Before Applying

Before you begin the actual procedure for the change of name of LLP, there are a few important checks you must complete. These steps ensure that your application is accepted smoothly and without objections from the MCA.

Review the LLP Agreement

Start by checking your LLP Agreement. Most LLP Agreements contain a specific clause that explains how and when the name of the LLP can be changed.
You must follow the exact procedure mentioned in the agreement, especially regarding:

• Voting requirements
• Whether a simple majority is enough or unanimous consent is needed
• The need to amend the agreement after the name change

If the agreement does not mention anything, then the partners must pass a proper resolution before filing the forms.

Consent of Partners

Changing the name of an LLP requires the approval of its partners.
Usually, a resolution is passed during a meeting or through a circular resolution, and the consent must be recorded properly.
This resolution becomes an important attachment later when you file Form LLP-5 and Form LLP-3.
Without proper partner approval, the ROC will not process the name change request.

Check Name Availability

Before applying for the new name, you must check whether the name is available.
You can do this through:

• MCA name search
• Trademark search to avoid conflicts
• Checking for similar names already registered with the MCA

This step helps you avoid rejection when you file the RUN-LLP form for name reservation.
If the name is too similar to an existing LLP, company, or trademark, the MCA will not allow it.

Step-By-Step Procedure For Change Of Name Of LLP

Once you complete the basic checks, you can start the formal procedure for the change of name of LLP on the MCA portal. The process involves three main phases: reserving the new name, filing the name change form, and updating the LLP Agreement. Below is a clear breakdown of each step.

Phase 1 – Reserve the New Name via RUN-LLP

The first step is to reserve the new name through the MCA’s RUN-LLP (Reserve Unique Name) service. This ensures that your preferred name is available and approved before you proceed further.

Steps to follow on the MCA portal:

1. Log in to the MCA portal
2. Go to LLP Services
3. Select RUN-LLP (Reserve Unique Name)
4. Choose the option for the change of name of the existing LLP

Information you must enter:

• Your existing LLPIN
• Two proposed names (this is the current rule, but the number of choices may change if MCA updates the RUN-LLP system)

Documents to attach, if applicable:

• Copy of partners’ resolution approving the name change
• NOC from the trademark owner, if your proposed name is similar to a registered trademark

Fee payment:
The current government fee for RUN-LLP is around ₹200. This may change anytime, so it is better to confirm the latest fee on the MCA website before applying.

Name validity period:
Once the name is approved, it is usually reserved for about 20 days for LLPs under the present RUN-LLP system. However, MCA may revise the validity period, so always check the updated rules at the time of filing.

Phase 2 – Pass Formal Resolution and Update LLP Agreement

Once the new name is approved through RUN-LLP, the next step is to formally record the partners’ approval and update the LLP Agreement. This ensures that the internal documents of the LLP match the new name you intend to adopt.

Convene a partners’ meeting:
If a meeting was not held earlier, call a partner’s meeting after receiving the name approval. All partners should be informed about the approved name and the need to amend the LLP Agreement.

Pass a formal resolution:
During the meeting, the partners must pass a resolution for:

• Adopting the new name exactly as approved by the MCA in the RUN-LLP application
• Approving the amendment of the LLP Agreement to reflect the new name

This resolution will later be attached to your MCA forms, so it should be drafted clearly.

Draft a Supplementary LLP Agreement:
A supplementary agreement must be prepared to incorporate the new name and update any related clauses. This amended agreement becomes effective from the date the ROC issues the new Certificate of Name Change.

Phase 3 – File Form LLP-5 (Notice for Change of Name)

After passing the resolution and preparing the supplementary agreement, the next step is to file Form LLP-5 with the Registrar of Companies. This is the official form through which you notify the ROC about the change of name.

Timeline for filing:
Form LLP-5 should be filed within the prescribed time after name approval, which is commonly 30 days under the current norms. Since timelines may change, it is safer to confirm the updated requirement through the latest MCA rules or FAQs.

Details you must enter in Form LLP-5:

• Existing LLP name and LLPIN
• New name exactly as approved by the MCA
• SRN (Service Request Number) of the RUN-LLP application
• Effective date of the partners’ resolution approving the change

Attachments required:

• Certified copy of the partners’ resolution
• Consent letters or authorisation from designated partners
• RUN-LLP name approval letter issued by MCA
• NOC from the trademark owner, if your chosen name is similar to a registered mark

Government filing fee:
The fee for LLP-5 depends on the contribution slab of the LLP. Since the exact amount varies, readers should check Annexure A of the LLP Rules or the updated fee table on the MCA website.

Phase 4 – ROC Approval and New Certificate of Incorporation

Once Form LLP-5 is submitted, the Registrar of Companies examines all the details and attachments. The ROC checks whether the documents are complete and whether the new name matches the one approved in the RUN-LLP application.

Possible reasons for resubmission or clarification:

• Any mismatch between the approved name in RUN-LLP and the name mentioned in LLP-5
• Missing, incomplete, or incorrectly signed attachments
• Errors in the partner resolution or supplementary agreement

If everything is in order and the ROC is satisfied, a fresh Certificate of Incorporation in Form 16 is issued. This certificate officially reflects the new name of the LLP. It is important to note that the change of name becomes effective only from the date mentioned in this new Certificate of Incorporation, not from the date of partner resolution or filing of the form.

Phase 5 – File Form LLP-3 for Agreement Change

After receiving the new Certificate of Incorporation, the next step is to update your LLP Agreement so that it reflects the new name. This update must be filed with the Registrar through Form LLP-3.

Prepare the Supplementary LLP Agreement:
Draft the supplementary agreement that updates the name and any related clauses.
Get it properly stamped and executed as per the stamp duty rules of the state where your LLP is registered.

File Form LLP-3 with the ROC:
Form LLP-3 must be filed within the prescribed timeline for reporting changes in the LLP Agreement. While the LLP Act and Rules give a specific period, it is always safer to confirm the latest timeline on the MCA portal.

Attachments required in LLP-3:

• A fully executed supplementary LLP Agreement
• Copy of the partners’ resolution approving the name change
• The fresh Certificate of Incorporation issued in the new name

Once Form LLP-3 is approved, the name change process is fully completed at the ROC level.

Documents Required For Change Of Name Of LLP

To complete the procedure for the change of name of LLP smoothly, you must keep all required documents ready before filing the forms. These documents are used at different stages, including RUN-LLP, LLP-5, and LLP-3.

Common documents required include:

• Partners’ resolution approving the new name
• Copy of the existing LLP Agreement
• Supplementary LLP Agreement reflecting the new name
• RUN-LLP name approval letter issued by MCA
• Copy of LLP Certificate of Incorporation (old)
• Fresh Certificate of Incorporation issued after name change (for LLP-3 filing)
• Authorisation letters or consent from designated partners
• NOC from the trademark owner, if the proposed name is similar to an existing trademark
• Identity and address proof of designated partners (only if demanded during resubmission or clarification)

Keeping these documents well-organised ensures faster approval and reduces the chances of queries or resubmissions from the ROC.

Government Fees, Professional Costs and Timelines

Understanding the overall cost and time involved helps you plan the procedure for change of name of LLP without delays. The total expense includes government filing fees, stamp duty, and any professional charges if you take assistance from a CS, CA, or lawyer.

Government fees:

• RUN LLP application fee is currently around ₹200.
• Form LLP-5 fee varies based on the contribution slab of the LLP.
• Form LLP-3 fee is also linked to the contribution slab.

Since the MCA fee structure may change, it is always better to check the updated fee table in Annexure A of the LLP Rules or directly on the MCA portal at the time of filing.

Stamp duty:
Stamp duty applies to the Supplementary LLP Agreement and differs from state to state. Each state has its own stamp law, so the amount will vary depending on where your LLP is registered.

Professional costs:
If you choose to hire a professional, the charges may include drafting, filing RUN-LLP, filing LLP-5, filing LLP-3 and handling resubmissions. Fees vary based on the complexity of the work and the professional’s experience.

Expected timelines:

• Name approval through RUN-LLP: usually 1 to 3 working days
• Filing LLP-5 and ROC review: around 3 to 7 working days (depending on workload and resubmissions)
• Filing LLP-3 and final approval: 1 to 3 working days

Overall, the complete process may take anywhere from 1 week to 3 weeks, depending on the speed of approvals and the completeness of documents.

Post-Change Compliance (Do not Skip This)

Once the ROC issues the new Certificate of Incorporation, the internal and external records of the LLP must be updated. Many businesses forget these steps, which later leads to mismatched documents, bank issues, and compliance delays.

1. Update LLP stationery and legal documents: Make sure the new name appears on all official documents, including letterheads, invoices, agreements, seal, and signage. Every place where the old name was displayed must be updated.
2. Intimate banks and financial institutions: Notify your bank about the name change and submit the new Certificate of Incorporation and updated LLP Agreement. The bank will update cheque books, KYC records, and account details.
3. Update GST, PAN, TAN and other registrations: Keeping all statutory registrations aligned with the new name avoids compliance conflicts.

• Apply for name change in GST registration
• Update PAN and TAN details through NSDL
• Modify registrations under FSSAI, Shops and Establishment Act, EPFO, ESIC, IEC or any other licence your LLP holds

4. Inform clients, vendors and stakeholders: Send an official communication informing them about the new name so that invoices, payments, and contracts reflect the updated details.
5. Update ongoing contracts: Any active contract, lease, vendor agreement or service agreement must be amended or addended to reflect the new LLP name. This avoids legal disputes related to identity mismatch.
6. Update website, domain and digital presence: Modify the new LLP name on your website, email signatures, domain privacy details, and social media pages to maintain brand consistency. Completing these compliance updates ensures your LLP operates smoothly after the name change without any confusion or legal gaps.

Conclusion

Changing the name of your LLP is not just a branding decision. It is a legal process that must be completed carefully through the MCA system. When you follow the correct procedure for the change of name of LLP, you avoid delays, resubmissions and compliance issues later. From reserving the new name to filing LLP-5 and LLP-3 and finally updating all registrations and documents, each step plays an important role. Whether you are rebranding voluntarily or responding to an ROC or trademark objection, a structured approach helps you complete the process smoothly. With the right documents, timely filing and proper post-approval updates, your LLP can transition to its new name without any operational hurdles. If you plan to make this change, treat the process as a one-time legal exercise that sets a strong foundation for your LLP’s new identity.

Disclaimer:
This article is for general informational purposes only and does not constitute legal advice. LLP name change procedures and MCA rules may vary based on individual cases. Always consult a qualified legal professional before filing RUN-LLP, LLP-5, or LLP-3 or making any compliance decisions.