Dissolution of Limited Liability Partnership (LLP)

Dissolution of Limited Liability Partnership (LLP)
If you're looking to wind up your LLP in Malaysia, it's important to understand the requirements under the Limited Liability Partnerships Act 2012.

 Legal Provisions   

• Section 50: Governs voluntary winding-up by partners.

• Section 51: Grants the Registrar power to strike off an LLP. Note: Currently, there is no application process or guideline for strike-off under this section.

 How to Submit the Application?   

• Platform: Online submission via SSM4U Portal

• Eligibility: Must be a Partner of the LLP and registered as a Verified User or Verified Professional User.

• A Compliance Officer who is also a Partner may also apply.

 How Much Fees Charges by SSM?

• Application Fee: RM100

• Extension of Time (if needed): RM50

• Withdrawal of Application: RM100

 Extension of Time

• Must be requested within 7 days from the end of the initial notice period.

• Registrar may grant an extension up to 30 days from the 7-day deadline.

 Can the Application Be Withdrawn?

Yes. The applicant may withdraw the application before the Registrar issues the declaration of dissolution by submitting a written explanation. Withdrawal fee: RM100.

 ⚠️ Objections

Any partner or creditor can file an objection within 30 days of:

• The date of notice to partners, or

• The publication date in newspapers (whichever is later).

Objections must be submitted in writing to:

Director  

Registration Services Division (Insolvency Section)  

Suruhanjaya Syarikat Malaysia (SSM)  

Level 19, Menara SSM@Sentral  

No. 7, Jalan Stesen Sentral 5  

Kuala Lumpur Sentral, 50623 Kuala Lumpur  

Email: enquiry@ssm.com.my  

 Supporting Documents Required

1. LHDN No-Objection Letter

2. Notice to Partners (under Section 50(4)) with proof of receipt

3. Newspaper Publications – both BM & English versions

4. Statutory Declaration (under Section 50(3)), attested by a Commissioner for Oaths

5. Online Forms:

1. VW101 (Notification of Declaration of Dissolution)

2. VW107 (Notice of Completion of Distribution) – to be submitted within 14 days after surplus distribution (required even if there are no assets)

 Important Notes:

• Application must be submitted within 7 days from the later of:

• Notice sent to partners, or

• Newspaper advertisement date

• VW101 and VW107 are online templates – no hardcopy submission required

• Samples for notices and statutory declaration can be found in SSM’s guideline appendices.

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