LLP Registration

Limited Liability Partnership (LLP) is a contemporary and advantageous business structure. Blending the strengths of partnership dynamics and the security of limited liability, an LLP offers a versatile platform for entrepreneurs to collaborate and innovate confidently.

What is an LLP?

A Limited Liability Partnership (LLP) is a unique type of business setup that blends a partnership’s and a company’s features. In an LLP, partners enjoy limited liability, similar to shareholders in a company, while also benefiting from the flexibility and simplicity of a partnership. This arrangement grants the LLP its legal identity, allowing it to take legal actions and be subject to legal actions separately from its partners.
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What are the Features of an LLP in India?

The following are the features of an LLP in India:

  1. It’s a body corporate & legal entity separate from its members;
  2. The members of an LLP have a limited liability, limited to their agreed contribution to the LLP;
  3. It has the organizational flexibility of a Partnership;
  4. It has a perpetual succession, it continues to exist even after the founding partners leave the organization. All it requires is to have at least 2 partners;
  5. Its accounting & filing requirements are similar to that of a Company;
  6. Less compliance and regulations;
  7. No requirement for minimum capital contribution;
  8. At least one partner must be a resident of India;
  9. There is no upper limit on the maximum number of Partners.

Benefits of LLP Registration in India

Low Cost and Less Compliance:

The overall cost of establishing a Limited Liability Partnership is low compared to the cost of registering a Private or Public Limited Company in India. The compliances to be followed by the LLP are also low. The LLP needs to file only 2 Statements yearly (i.e., an Annual Return and a Statement of Accounts and Solvency.

Liabilities are limited:

Limited Liability Partnership provides a limited liability benefit to all the designated partners. In case of s business insolvency or loss, the partners’ liability is restricted to the capital contribution as per the LLP agreement. Moreover, one partner is not held responsible for the actions of negligence/misconduct of any other partner.

Separate Legal Existence:

Just like a Company, an LLP has a separate legal entity. The Limited Liability Partnership is different from its partners. An LLP in India can sue & be sued in its own name. The Contracts are signed in the name of the Limited Liability Partnership (LLP) which helps to gain the trust of various stakeholders & gives the customers and suppliers a sense of confidence in the business.

No Minimum Capital:

For the LLP formation in India, no minimum capital is required. No minimum capital contribution is required from partners. An LLP can be incorporated even with Rs. 2000 as a total capital contribution.

Documents Required for LLP Registration

LLP Registration Prerequisites and Eligibility Conditions

How to Register LLP in India

With digitization of all MCA services, the LLP Registration process has become quicker, easier and way more hassle-free than before. There is no requirement for visiting the ROC’s Office to submit the required application and documents now. The entire process has been shifted online and can be completed in just a few simple steps.

STEP 01 -Documentation

The LLP Registration process in India begins with preparing all the documents required for LLP registration. These documents are crucial for the approval of the LLP Registration form. Among the LLP Registration documents list, we require the KYC documents of all partners. Added to that is the proof of registered office address and no objection from the office property owner.

STEP 02 -Get DSCs of All Partners

After arranging all the required documents, the next step is to obtain the Digital Signatures of all partners. Digital Signatures are required to sign and authenticate the application for LLP Registration. Other than that, the partners use their DSCs to attest the documents submitted as well.

STEP 03 -Select & Reserve LLP Name

The name of your LLP should not only be practically appropriate but also in compliance with necessary MCA guidelines. Once you have selected an appropriate name, you are required to get it approved and reserved by the ROC. For this, you can either use the FiLLiP or the RUN-LLP (Reserve Unique Name) forms. Both these forms are available on the MCA website.

STEP 04 -Select & Reserve LLP Name

The application for Limited Liability Partnership Registration online can be found on the MCA website. Once you access the application (FiLLiP), you can fill in all the details. To complete it, also upload the scanned, self-attested copies of the documents. Next, attach a Class 3 Digital Signature of the authorised designated partner and submit the form after paying the prescribed fee.

STEP 05 -Get Certificate of Incorporation for your LLP

The submitted application reaches the Registrar of Companies and upon thorough examination, gets either approved or rejected. If approved, the ROC immediately grants a Certificate of Incorporation to the LLP confirming its registration. Besides the certificate, the LLP also receives its LLPIN, PAN & TAN.

STEP 06 -Submit LLP Agreement

LLP Agreement is an important constitution document of the LLP which includes the terms and conditions mutually agreed between its partners. It must be submitted within 30 days after the incorporation. The submission of LLP Agreement marks the completion of the process.

FAQs on LLP Registration

Name reservation: The first step to incorporate Limited liability partnership (LLP) is reservation of name of LLP. Applicant has to file Run, for ascertaining availability and reservation of the name of a LLP business.

Incorporate LLP: After reserving a name, user has to file Fillip form for incorporating a new Limited Liability Partnership (LLP). It contains the details of LLP proposed to be incorporated, partners’/ designated partners’ details and consent of the partners/ designated partners to act as partners/ designated partners.

LLP Agreement: Execution of LLP Agreement is mandatory as per Section 23 of the Act. LLP Agreement is required to be filed with the registrar in eForm 3 within 30 days of incorporation of LLP.

The approved name of LLP shall be valid for a period of 3 months from the date of approval. If the proposed LLP is not incorporated within such period, the name shall be lapsed and will be available for other applicant/ LLP. Please note that there shall not be any provision for renewal of the name.

  • Is it mandatory to file and get registered the partnership agreement under LLP?

Yes, it mandatory to execute and file LLP Agreement in view of Section 2(0) & (q) , 22 and 23 of the Act. As per provisions of the LLP Act, in the absence of agreement as to any matter, the mutual rights and liabilities shall be as provided for under Schedule I to the Act. Therefore, in case any LLP proposes to exclude provisions/requirements of Schedule I to the Act, it would have to enter into an LLP Agreement, specifically excluding applicability of any or all paragraphs of Schedule I.

LLP is required to file LLP Form 8 (Statement of Account & Solvency) and LLP Form 11 (Annual Return) annually. The ‘Annual Return’ is required to be filed within 60 days of close of the financial year and ‘Statement of Accounts & Solvency’ shall be filed within 30 days from the end of six months of the financial year to which it relates. Every LLP has to maintain uniform financial year ending on 31st March of a year.

Every LLP is required to file ‘Statement of Accounts & Solvency’ in prescribed LLP Form 8 which contains a declaration on the state of solvency of the LLP by the designated partners and also information related to statement of assets and liabilities and statement of income and expenditure of the LLP. This form has to be filed by the LLP on an annual basis.

In case LLP has been incorporated on or after 1st October of financial year, then LLP can close its first financial year either on the coming or next 31st March i.e. LLP files its first financial year details for 18 months.