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Limited Liability Partnership (LLP) Registration

Limited Liability Partnership (LLP) was introduced in India by way of the Limited Liability Partnership Act, 2008. The basic premise behind the introduction of Limited Liability Partnership (LLP) is to provide a form of business entity that is simple to maintain while providing limited liability to the owners. Since, its introduction in 2010, LLPs have been well received with over one lakhs registrations in India.

LLP is one of the easiest types of business to incorporate and manage in India. With an easy incorporation process and simple compliance formalities, LLPs are preferred by Professionals, Micro and Small businesses that are family-owned or closely-held. Since LLPs are not capable of issuing equity shares, LLP should NOT be chosen for any business that has plans for raising equity funds from Angel Investors, Venture Capitalist or Private Equity Funds.

Difference between LLP & Partnership

Cost: The cost for registration of LLP is normally higher than the cost for registration of a partnership firm. LLP registration can be completed online through IndiaFilings at just Rs.7899. Partnership registration can be completed online through IndiaFilings at just Rs.5899.

Authority: LLPs are registered in India under the Ministry of Corporate Affairs, Central Government. Partnership firms are registered with the Registrar of Firms, Controlled by the respective State Government in which the firm is registered.

Limited Liability Protection: The main advantage of a Limited Liability Partnership over a traditional partnership firm is that in a LLP, one partner is not responsible or liable for another partner's misconduct or negligence. A LLP also provides limited liability protection for the owners from the debts of the LLP. However, unlike private limited company shareholder, the partners of an LLP have the right to manage the business directly.

Number of Partners: LLPs and Partnership Firms must have a minimum of two partners to be registered. Post incorporation, a LLP can have unlimited partners. In case of a Partnership Firm, if the number of partners at any time reduces below the mandatory minimum of 2 due to death, incapacitation or resignation of a Partner, the partnership firm would stand dissolved. On the other hand, in case of a LLP, if the number of Partners reduces below 2, the sole Partner can still find a new Partner to fill the position without dissolution of the LLP.

Difference between LLP & Company

Private limited company registration process and the LLP registration process are very similar with some differences in the documents and forms filed for incorporation.

Cost: The cost for the incorporation of a private limited company or an LLP is the same.

Features: Both LLP and Private Limited Company offer many of the same features. LLP and Private Limited Company are both separate legal entities and have assets and liabilities that are separate from that of the promoters. LLP and Private Limited Company are both transferable, though a Private Limited Company offers more flexibility when it comes to transferring or sharing of ownership. LLP and Private Limited Company both have perennial life, unless and otherwise closed by the promoters or competent authority.

Fundraising: A private limited company can raise funds from Angel Investors, Private Equity Funds, Venture Capitalists, banks and NBFCs. An LLP can raise funds from Partners, Banks and NBFCs.

Non-Resident Indian (NRI) & Foreign Ownership of LLP

Post changes to FDI regulations on 10th, November 2015, 100% FDI in LLP is permitted under the automatic route. In most sectors, 100% FDI in LLP is allowed through the automatic route, and there are no FDI-linked performance conditions. In addition, LLPs will also be permitted to make downstream investment in another company or LLP in sectors in which 100% FDI is allowed under the automatic route. Therefore, FDI in LLP is now permitted, and NRIs or Foreign Nationals can start or invest in an LLP.

Documents Required for LLP Incorporation

The following are the documents required for registration of LLP in India:

For the Partners

  1. PAN Card or Passport for Foreigners.
  2. Drivers license or Aadhar card, residence card or election identity card or any other identity proof issued by the Government.
  3. Less than 3 months old bank statement or telephone bill.

Registered Office Proof

  1. The authorization from the Landlord (Name mentioned in the Electricity Bill or Gas Bill or Water Bill or Property Tax Receipt or Sale Deed) to use the premises by the company as its registered office. This is usually referred to as NOC from Landlord; AND
  2. Proof of evidence of any utility service like telephone, gas, electricity, etc. depicting the address of the premises in the name of the owner or document, which is not older than two months.

LLP Registration Process at IndiaFilings

The average time taken to complete an LLP registration is about 15 - 20 working days, subject to government processing time and client document submission. At the start of the engagement, your Engagement Manager will reach out to you for the collection of the necessary information or documents for registration of LLP. The data can be submitted online through our mobile app or website.

Once the information is received, it is verified by the Engagement Manager, the process for obtaining Digital Signatures for the Partners of the LLP would be initiated. On submission of the digital signature application, the applicant would have to complete OTP verification and a video KYC check. In parallel to the digital signature application process, we also file a request with the MCA for reserving the name of the LLP - you had selected.

On obtaining the name approval and the digital signatures, we would draft all the incorporation documents for the registration of the LLP and sent it to the Partners for signature. All of the Partners must sign the document and upload a scanned copy of the signed document on the IndiaFilings platform.

The signed incorporation documents are submitted along with the application for the incorporation of LLP to the MCA. The approval from MCA can take anywhere between 2 - 5 working days. Once the approval is obtained, the LLP would be incorporated, and we begin the process of helping you obtain PAN for the LLP and opening of bank account in the name of the LLP. In parallel, we also draft the LLP Partnership Deed. All the partners of the LLP must sign the LLP Partnership Deed on stamp paper, and the signed copy must be uploaded to the IndiaFilings platform within 25 days of incorporation. The signed LLP partnership deed is then verified by the Engagement Manager and uploaded on the MCA portal within 30 days of incorporation to complete the LLP registration process.

Post-Incorporation LLP Compliances

IndiaFilings can help you maintain the basic accounting and compliance for your LLP - at a very affordable price point. Our LLP accounting and compliance packages start from Rs.7899 per year. The following are compliances that a LLP must complete each year.

Income Tax Return: LLPs must file income tax return using Form ITR 5. Form ITR 5 can be filed online through the income tax website using the digital signature of the designated partner.

MCA Annual Return: LLP Form 11 is due on or before 30th of May each year. Form 11 contains details of the number of partners, total number of partners, total contribution received by all partners, details of body corporate as partners and summary of partners.
In addition to LLP Form 11, Form 8 must be filed within 30 days from the end of 6 months of the financial year along with some prescribed fee. Hence, LLP Form 8 would be due on or before 30th October of each financial year.

In addition to the above, GST registration, GST return filing and TDS return filing would be required for the LLP - based on the sales turnover and various other criterias.

IndiaFilings is the market leader in LLP registration services in India. In addition to LLP registration, IndiaFilings also offers a variety of business registration services like private limited company registration, one person company registration, Nidhi Company Registration, Section 8 Company Registration, Producer Company Registration and Indian Subsidiary registration.

LLP Name Availability

LLP Act does not permit registration of identical or similar names existing Company/LLP name

9 Articles to Read Before LLP Registration

Pay as you go grow pricing

All Inclusive Pricing - No Hidden Fee

Basic

7899

all inclusive fees

  • 2 Class 2 Digital Signature 1
  • 2 Designated Partner Identification Number (DPIN)
  • LLP Name Approval 2
  • LLP Deed Drafting
  • Incorporation Fees
  • 1 Lakh Capital
  • Incorporation Certificate
  • LLP Incorporation Kit
  • PAN & TAN
  • 50+ Document Formats
  • Current Account Opening
  • GST Registration
  • LEDGERS Accounting Software 4
  • GST eWay Bill Software

Premium

25899

all inclusive fees

  • 2 Class 2 Digital Signature 1
  • 2 Designated Partner Identification Number (DPIN)
  • LLP Name Approval 2
  • LLP Deed Drafting
  • Incorporation Fees
  • 1 Lakh Capital
  • Incorporation Certificate
  • LLP Incorporation Kit
  • PAN & TAN
  • 50+ Document Formats
  • Current Account Opening
  • Online Payment Gateway 3
  • GST Registration
  • LEDGERS Accounting Software 4
  • GST eWay Bill Software
  • Bookkeeping
  • Financial Statement
  • Preparation
  • Form 8 Filing
  • Form 11 Filing
  • LLP Income Tax Filing
  • 12 GST Return Filing (GSTR-1 or 3B)
  • Udyog Aadhaar Registration
  • Trademark Filing
  • Class 2 digital signatures with 2 year validity on secure USB token.
  • Upto 4 name options can be given in 1 RUN name approval request.
  • Business Current Account and Payment Gateway powered by ICICI Bank Limited. Subject to terms and conditions of ICICI Bank Limited.
  • Premium LEDGERS Accounting Software with GST Portal Integration and eWay Bill Software.

LLP Bank Account Opening

ICICI Logo

Open a new or link your existing ICICI bank current account with LEDGERS for seamless bank account reconciliation, account balance check and sending of payments through NEFT / RTGS / IMPS.

Open a new or link your existing DBS bank business account with LEDGERS for seamless bank account reconciliation, account balance check and sending of payments through NEFT / RTGS / IMPS.


Bank Account Opening

Opening a current account for an LLP is easier when compared to opening of current account for a sole proprietorship firm or partnership firm as an LLP is a registered legal entity – recognized by law. Therefore, once a LLP is incorporated, a bank account can be opened in the name of the LLP with the incorporation certificate of the LLP and identity/address proof of the Partners.

How many people are required to incorporate a LLP?
To incorporate a Limited Liability Partnership, a minimum of two people are required. A Limited Liability Partnership must have a minimum of two Partners and can have a maximum of any number of Partners.
What are the requirements to be a Partner in a LLP?

The Designated Partners needs to be over 18 years of age and must be a natural person. There are no limitations in terms of citizenship or residency. Therefore, the LLP Act 2008 allows Foreign Nationals including Foreign Companies & LLPs to incorporate a LLP in India provided at least one designated partner is resident of India.

What is the capital required to start a Limited Liability Partnership?

You can start a Limited Liability Partnership with any amount of capital. There is no requirement to show proof of capital invested during the incorporation process. Partner's contribution may consist of both tangible and/or intangible property and any other benefit to the LLP.

Can a LLP be incorporated for undertaking "Not-For-Profit" activities?

No,one of the essential requirements for setting LLP is 'carrying on a lawful business with a view to profit'. Therefore, LLP cannot be incorporated for undertaking "Not-For-Profit" activities.

Is an office required for starting a Limited Liability Partnership?

An address in India where the registered office of the LLP will be situated is required. The premises can be a commercial / industrial / residential where communication from the MCA will be received.

Do I have to be present in person to incorporate a LLP?

No, you will not have to be present at our office or appear at any office for the incorporation of a Limited Liability Partnership. All the documents can be scanned and sent through email to our office. Some documents will also have to be couriered to our office.

What are the documents required for incorporation of LLP?

Identity proof and address proof is mandatory for all the proposed Designated Partners of the LLP. PAN Card is mandatory for Indian Nationals. In addition, the landlord of the registered office premises must provide a No Objection Certificate for having the registered office in his/her premises and must submit his/her identity proof and address proof.

How long will it take to incorporate a LLP?

IndiaFilings.com can incorporate a Limited Liability Partnership in 14-20 days. The time taken for incorporation will depend on submission of relevant documents by the client and speed of Government Approvals. To ensure speedy incorporation, please choose a unique name for your LLP and ensure you have all the required documents prior to starting the incorporation process.

What do I need to quickly incorporate my LLP?

To incorporate a LLP quickly, make sure the proposed name of the Limited Liability Partnership is very unique. Names that are similar to an existing private limited company / limited liability partnership / trademark can be rejected and additional time will be required for resubmission of names.

How long is the incorporation of the LLP valid for?

Once a Limited Liability Partnership is incorporated, it will be active and in-existence as long as the annual compliances are met with regularly. In case, annual compliances are not complied with, the LLP will become a Dormant and maybe struck off from the register after a period of time.

What are the annual compliance requirements for a LLP?

LLPs are required to file an annual filing with the Registrar each year. However, if the LLP has a turnover of less than Rs.40 lakhs and/or has a capital contribution of less than Rs.25 lakhs, the financial statements do not have to be audited.

What is a Digital Signature Certificate?

A Digital Signature establishes the identity of the sender or signee electronically while filing documents through the Internet. The Ministry of Corporate Affairs (MCA) mandates that allDesignated Partnersapply with a Digital Signature for Designated Partner Identification Number. Hence, a Digital Signature is required for all Designated Partner of a proposed LLP.

What is Designated Partner Identification Number (DPIN)?

Designated Partner Identification Number is a unique identification number assigned to all existing and proposed Designated Partner of a LLP. It is mandatory for all present or proposed Designated Partner to have a Designated Partner Identification Number. Designated Partner Identification Number never expires and a person can have only one Designated Partner Identification Number.

Can NRIs / Foreign Nationals be a Designated Partners in a LLP?

Yes, a NRI or Foreign National can be a Designated Partner in a Limited Liability Partnership after obtaining Designated Partner Identification Number. However, atleast one Designated Partner in the LLP must be a Resident India.

Is Foreign Direct Investment (FDI) allowed in LLP?

Yes, Foreign Direct Investment (FDI) is allowed in LLP under the automatic route in sectors allowed by the Foreign Investments Promotion Board (FIPB). However, Foreign Institutional Investors (Flls) and Foreign Venture Capital Investors (FVCIs) will not be permitted to invest in LLPs. LLPs will also not be permitted to avail External Commercial Borrowings (ECBs).

Can an existing partnership firm or company be converted to LLP?

Yes, an existing partnership firm or a company that is unlisted can be converted into LLP. There are many advantages of converting a partnership firm into a LLP; however, the same doesn't apply for the conversion of a Company to a LLP.

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