Marina Tech LLP was incorporated in 2019 by three partners, Mr. A, Ms. B, Mr C to provide technology consulting services. By 2024, due to lack of business activity and sustained financial losses, the partners decided to

Affidavit and Indemnity: As Per Section 75 of the Limited Liability Partnership Act, 2008 read with rule 37 of the Limited Liability Partnership Rules, 2009 an affidavit signed by the designated partners, either jointly or severally, to the effect that the limited liability partnership has no liabilities and indemnifying any liability that may arise even after striking off its name from the Register is filed with an application to ROC. Provision for realization of amount due: The ROC, before passing an order for striking off of the name of the LLP, should satisfy that sufficient provision has been made for the realization of all amount due to the limited liability partnership and for the payment or discharge of its liabilities and obligations by the limited liability partnership within a reasonable time. The ROC can obtain necessary undertakings from the designated partner or partner or other persons in charge of the management of the limited liability partnership. Notwithstanding the undertakings, the assets of the limited liability partnership shall be made available for the payment or discharge of all its liabilities and obligations even after the date of the order removing the name of the limited liability partnership from the Register. Liabilities of Partners to be continued after Striking Off: Yes, the liability of all designated partners of the limited liability partnership would continue and may be enforced as if the limited liability partnership had not been dissolved. Conclusion: In the given case, Marina Tech LLP was struck off based on affidavits declaring no pending liabilities and indemnity bonds. However, the claim by New IT Solutions for ₹ 9 lakhs for software licenses supplied in 2023 constitutes an outstanding liability that existed prior to the strike-off. Even though the LLP is officially struck off, the provisions of the LLP Act and Rules ensure that the liabilities of the LLP and its designated partners continue. The designated partners' assertion that they are not liable because the LLP is no longer in existence is incorrect. The assets of the LLP (if any) would still be available for payment, and the designated partners, having provided indemnity bonds and being liable as if the LLP had not been dissolved, are still liable to make payment to New IT Solutions. The NCLT would likely rule in favor of New IT Solutions, given the evidence of the pre-existing debt.