Sections 77 explained: this guide covers what it means, who it applies to, the step-by-step process, documents required, fees, due dates and penalties in India — so you can stay compliant with confidence and avoid costly mistakes.
Section 77 says which court has jurisdiction to try offences under the Act, and section 77A says who may start a prosecution. Both were substituted by clause 26 of the 2021 Act. Before 2021, a Metropolitan Magistrate or Judicial Magistrate of the first class tried offences. Now, once Special Courts exist, they have jurisdiction, pending cases move to them, and no court other than a Special Court may take cognizance except on the written complaint of the Registrar or a senior officer. For prosecutions and defence strategy, see our legal dispute resolution service.
Section 77 (2021): from the date Special Courts are established or designated, the Special Court under 67A(2)(a) has jurisdiction and power to impose punishment under section 30, and pending criminal cases before Magistrates are transferred to the Special Court under 67A(2)(b). Section 77A: no court other than a Special Court shall take cognizance of any offence under the Act or the rules save on a complaint in writing by the Registrar or an officer not below the rank of Registrar authorised by the Central Government.
Before 2021
The original section 77 read: "Notwithstanding any provision to the contrary in any Act for the time being in force, the Judicial Magistrate of the first class or, as the case may be, the Metropolitan Magistrate shall have jurisdiction to try any offence under this Act and shall have power to impose punishment in respect of said offence." There was no separate section on who could file a complaint.
Section 77: after the Special Courts
As substituted: "Subject to the provisions contained in section 67A and section 67B, on and from the date of establishment or designation of Special Courts under this Act,—
- (i) the Special Court referred to in clause (a) of sub-section (2) of section 67A shall have jurisdiction and power to impose punishment under section 30 of the Act; and
- (ii) the criminal cases against the limited liability partnership or its partners or designated partners or any other person in default filed under this Act and pending before the court of Judicial Magistrate of the first class or Metropolitan Magistrate, as the case may be, shall be transferred to the Special Court referred to in clause (b) of sub-section (2) of section 67A."
| Clause | Court | Effect |
|---|---|---|
| (i) | Special Court of a Sessions Judge or Additional Sessions Judge (67A(2)(a)) | Jurisdiction and power to impose punishment under section 30 (fraud) |
| (ii) | Special Court of a Metropolitan Magistrate or Judicial Magistrate of the first class (67A(2)(b)) | Pending criminal cases transferred to it |
What to take from it
- The trigger is the date of establishment or designation. Until then the interim position in the provisos to section 67A applies: courts designated under section 435 of the Companies Act, 2013 are deemed Special Courts, and ordinary courts try offences in the meantime. See our article on sections 67A to 67C.
- Section 30 is singled out. Clause (i) names section 30 (the fraud provision, which now carries imprisonment up to five years in sub-section (2) as amended, per clause 12 of the 2021 Act). See our article on section 30.
- Pending cases move. Clause (ii) covers cases against the LLP, its partners, designated partners or "any other person in default" that are pending before a Magistrate.
- Clause (ii) is written for cases pending before Magistrates only. The text does not say what happens to cases pending in any other court; check the official text.
- Subject to 67A and 67B. The venue rule of 67B(1) (the Special Court for the registered office's area) continues to apply.
A note on criminal procedure: these sections work alongside the Code of Criminal Procedure, 1973, which is cited as written in the Act. From 1 July 2024 that Code was replaced by the Bharatiya Nagarik Suraksha Sanhita, 2023 (BNSS); no new section numbers are given here.
Section 77A: cognizance only on a written complaint
"No court, other than the Special Courts referred to in section 67A, shall take cognizance of any offence punishable under this Act or the rules made thereunder save on a complaint in writing made by the Registrar or by any officer not below the rank of Registrar duly authorised by the Central Government for this purpose."
Break it into parts:
- Which court. Only the Special Courts under section 67A. The words "other than the Special Courts" and the structure of the section need careful reading: the bar is on "any court, other than the Special Courts", and the Special Courts are the courts that may take cognizance, on a complaint as described.
- What. "any offence punishable under this Act or the rules made thereunder".
- On whose complaint. A complaint "in writing" by the Registrar or by an officer "not below the rank of Registrar duly authorised by the Central Government". The section does not say who else may file.
The practical result is that a private person, a creditor or a disgruntled partner cannot start a prosecution under the Act by a private complaint; the route is through the Registrar or an authorised officer. A person with a grievance would write to the Registrar. The section does not speak of any other cure for a grievance, such as an application to the Tribunal; those lie under other sections.
How 77A interacts with penalties and compounding
Many defaults are now civil penalties imposed by adjudicating officers under section 76A rather than offences tried in court; see our article on sections 76 and 76A. Offences that remain "punishable with fine only" can be compounded under section 39 by the Regional Director or an authorised officer; see our article on section 39 and the post on Form 31 for compounding. Where an offence is compounded before any prosecution, section 39(5) says no prosecution shall be instituted.
Example. The Registrar finds that an LLP made a statement in a document that was false. The Registrar, or an officer authorised for the purpose and not below his rank, files a written complaint with the Special Court for the area of the LLP's registered office. A competitor who learns of the statement cannot file his own private complaint under the Act and must bring the matter to the Registrar.
What the 2021 Act changed
| Before 2021 | Now | |
|---|---|---|
| Court | Judicial Magistrate of the first class or Metropolitan Magistrate | Special Court once established or designated; interim courts as in section 67A |
| Pending cases | Not addressed | Transferred to the Special Court under 67A(2)(b) |
| Who may file | Not stated in the Act | Registrar or officer not below Registrar, authorised by the Central Government (77A) |
Need help facing a complaint?
If the Registrar has filed or threatened a complaint against your LLP or a partner, the route and options differ depending on the offence, the court and any compounding. Our legal dispute resolution team can review the complaint and the stage it has reached.
Key takeaways
- From the date Special Courts exist, the Special Court has jurisdiction and power to impose punishment under section 30 (77(i)).
- Pending Magistrate-level criminal cases are transferred to the Special Court under 67A(2)(b) (77(ii)).
- Cognizance is only on a written complaint by the Registrar or an officer not below the rank of Registrar authorised by the Central Government (77A).
- Before 2021 section 77 gave Magistrates jurisdiction and there was no complaint requirement in the Act.
Read next
- Sections 78–81: rules, removal of difficulties and transitional provision
- Sections 76–76A: offences by LLPs and adjudication of penalties
- Compounding of Offences Under LLP Act
- Penalty Provisions Under LLP Act: Complete List
Disclaimer: Based on the Limited Liability Partnership Act, 2008 as amended by the Limited Liability Partnership (Amendment) Act, 2021, as consulted on 1 October 2026. Forms, fees and procedure are set by the LLP Rules, 2009 as amended from time to time. This article is general information, not legal advice; check the official text before acting.