Rule 10 - Appointment and removal of LLP Liquidator - Limited Liability Partnership (Winding up and Dissolution) Rules, 2010

Appointment and removal of LLP Liquidator 10. (1) The LLP shall within thirty days of (a) passing of resolution of voluntary winding up under rule 5, where LLP has no creditors, or (b) filing of notice intimating the decision of winding up pursuant to sub-rule (4) of rule 8, where it has creditors, with the consent of majority of partners through resolution, appoint a voluntary Liquidator as LLP Liquidator for the purpose of winding up its affairs and fix the remuneration to be paid to the LLP Liquidator. (2) Where the creditors have given consent under clause (b) or (c) of sub-rule (3) of rule 8, the appointment of LLP Liquidator under this rule shall be effective only after it is approved by two-thirds of the creditors in value of the LLP : Provided that where such creditors do not approve the appointment of LLP Liquidator appointed by the partners of LLP, creditors shall appoint another LLP Liquidator, with two-thirds of the creditors in value of the LLP and fix the remuneration to be paid to the LLP Liquidator. (3) If the creditors and the partners of the LLP nominate different LLP Liquidators, the LLP Liquidator nominated by creditors shall be the LLP Liquidator but where the creditors neither approve the LLP Liquidator nominated by the partners of the LLP nor nominate any other LLP Liquidator, the LLP Liquidator nominated by the partners of the LLP shall be the LLP Liquidator. (4) If for any cause whatever, there is no LLP liquidator acting, the Tribunal may appoint an LLP liquidator on such remuneration as may be determined by it. (5) The Tribunal may, on cause being shown, remove an LLP liquidator and appoint any other LLP liquidator in place of the removed LLP liquidator. (6) The Tribunal may also appoint or remove an LLP liquidator on an application made by the Registrar in this behalf. (7) The Tribunal shall give a reasonable opportunity of being heard to the LLP liquidator before being removed. (8) The LLP Liquidator, after his appointment, shall file a declaration in the Form No. 6 disclosing conflict of interest or lack of independence in respect of his appointment, if any, with the LLP or the creditors, as the case may be, and such obligation shall continue throughout the term of his or its appointment. (9) An LLP Liquidator may be removed by the partners of the LLP where his appointment has been made by the LLP and, by the creditors, where his appointment is approved, or made, by such creditors. (10) Where a LLP Liquidator is sought to be removed under sub-rule (9), he shall be given a notice in writing stating the grounds of removal from his office by the LLP or the creditors, as the case may be. (11) Where three-fourths of total number of partners of the LLP or three-fourths of creditors in value, as the case may be, after consideration of the reply, if any, filed by the LLP Liquidator, in their meeting decide to remove the LLP Liquidator, the LLP shall remove the LLP Liquidator and he shall vacate his office.