Section 62 of LLP Act, 2008 : Section 62: Provisions For Facilitating Reconstruction Or Amalgamation Of Limited Liability Partnerships

Explanation using Example

Imagine a scenario where two limited liability partnerships (LLPs), "Tech Innovations LLP" and "Creative Solutions LLP," decide to amalgamate to form a new entity, "TechCreative LLP." They propose a scheme where "Tech Innovations LLP" will transfer all its assets and liabilities to "Creative Solutions LLP," which will then be renamed "TechCreative LLP."

To proceed with this plan, they apply to the Tribunal under Section 60 of the Limited Liability Partnership Act, 2008, seeking approval for the compromise or arrangement necessary for the amalgamation. The Tribunal reviews the proposal and ensures that:

• The scheme is not prejudicial to the interests of the partners or the public.
• Any dissenting partners are provided for as directed by the Tribunal.
• The Official Liquidator has scrutinized the books of "Tech Innovations LLP" and reported that its affairs have been conducted fairly.

After considering these factors, the Tribunal sanctions the compromise or arrangement and may order:

1. The dissolution of "Tech Innovations LLP" without winding up.
2. The transfer of assets and liabilities from "Tech Innovations LLP" to "TechCreative LLP."
3. The continuation of any legal proceedings against "Tech Innovations LLP" by "TechCreative LLP."

As a result of the Tribunal's order, all properties of "Tech Innovations LLP" are transferred to "TechCreative LLP" and any charges on the properties that are to cease according to the compromise or arrangement will end.

"TechCreative LLP" must then file a certified copy of the Tribunal's order with the Registrar within thirty days. Failure to do so will result in penalties for the LLP and its designated partners.