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.

Getting your LLP registered in India is super easy with Legal Spirit. Many businesses trust us to help them register their Limited Liability Partnerships and ensure they follow the rules. Our team of experts will guide you through the online registration process from beginning to end. It’s the fastest and cheapest way of LLP company registration, all you have to do is just reach out to us. Start now and set yourself up for a successful business future with LLP registration online.

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.

LLPs have become popular among entrepreneurs in various industries because they shield partners’ assets and have more straightforward regulatory requirements than traditional corporations. The concept of LLP was introduced in India in 2008 and is governed by the Limited Liability Partnership Act, offering a dependable and adaptable option for businesses of all sizes.

LLP Registration Prerequisites and Eligibility Conditions

To qualify for the LLP company registration in India, you must adhere to the subsequent criteria:

• Minimum of Two Partners: Establishing a Limited Liability Partnership in India necessitates a minimum of two partners, with no upper threshold on the maximum number of partners.
• Designated Partners: Within the partnership framework, at least two selected partners are obligatory, and they must be natural individuals. At least one of these designated partners must also maintain residency in India.
• Nomination for Body Corporate Partner If a body corporate assumes the role of a partner, the designation of a natural person must act as its representative.
• Agreed Contribution: Each partner is required to contribute the shared capital of the LLP, as stipulated and agreed upon.
• Minimum Authorized Capital: The LLP is mandated to possess an authorized capital of at least Rs.1 lakh.
• Indian Resident Designated Partner: At least one designated partner of the LLP must hold a resident status in India.

By satisfying these prerequisites, you can progress with the LLP company registration in India and avail the advantages bestowed by this business structure.

Characteristics of LLP

• Legal Identity: Like big companies, an LLP has a separate legal identity. This means it’s seen as its own “person” regarding rights and responsibilities, separate from those who own it.
• At Least Two Partners: An LLP needs at least two people to start it. This teamwork helps in setting up the business and working together.
• No Partner Limit: Unlike some other businesses, there’s no highest number of partners an LLP can have. This makes it easy to grow and bring in more partners.
• Two Designated Partners: An LLP has to have at least two “main” partners. These people must be real individuals, and at least one should live in India.
• Limited Responsibility: One big plus of an LLP is that if something goes wrong, each partner is only responsible for what they put in. So, personal things are safe from business problems.
• Cost-Effective Start: Starting an LLP costs less than setting up a big company. This makes it a great option for smaller businesses.
• Less Rules to Follow: LLPs don’t have to follow as many rules and regulations as big companies. This means less paperwork and less to worry about.
• No Minimum Money Needed: Unlike big companies, you don’t need a certain amount to start an LLP. Partners can invest what they can afford.

Advantages of LLP

The advantages of a Limited Liability Partnership (LLP) are elaborated in detail below:

• Own Legal Identity: An LLP is like its own person, just like big companies. This helps people trust and work with it, as it can do legal things independently.
• Less Risk for Partners: LLP partners are only responsible for what they put in. They don’t have to pay for all the debts or losses, which is good for their reputation.
• Saves Money and Time: Starting an LLP costs less and has fewer rules than big companies. There’s less paperwork to do every year.
• No Fixed Money Needed: You don’t need much money to start an LLP. Partners can put in whatever amount they want.

Disadvantages of LLP

Certainly, Limited Liability Partnerships (LLPs) present numerous advantages despite a few inherent disadvantages:

• Getting in Trouble for Not Following Rules: Even though LLPs have fewer rules, they can get big fines if they don’t follow them on time. Even if an LLP doesn’t do anything in a year, it still needs to tell the government or get fined.
• Ending an LLP: An LLP needs at least two partners. It must stop if it has fewer than two partners for six months. Also, it might have to close if it can’t pay its debts.
• Hard to Get Big Money: LLPs don’t work like big companies where people invest money and become owners. This makes it tricky to get a lot of money from investors.

LLP Name Structure

Choose a unique name that is not used by other businesses. This makes approval easier and establishes your identity. Include words that clearly describe what your business does. This helps people understand your services or products.

End your LLP name with “LLP” or “Limited Liability Partnership.” This is necessary to show your business structure and essential part of your LLP registration process.

Documents Required for LLP Registration

To initiate the LLP company registration process, partners are required to furnish the following documents:

• PAN Card/ID Proof of Partners: Address Proof of Partners: Partners can submit the following documents: Voter’s ID, Passport, Driver’s License, or Aadhar Card.
• Residence Proof of Partners: Partners need to provide recent documents such as a bank statement, telephone bill, mobile bill, electricity bill, or gas bill from the last 2-3 months.
• Passport-size Photograph: Partners should provide a passport-size photograph with a white background.
• For Foreign Nationals and NRIs: Foreign nationals and NRIs intending to partner in an Indian LLP should submit their passport. Additionally, proof of address, such as a driving license, bank statement, residence card, or any government-issued identity proof containing the address, is required.
• Proof of Registered Office Address: This includes the landlord’s rent agreement and a no-objection certificate if the office space is rented. A recent utility bill (gas, electricity, or telephone) with the complete address and owner’s name (dated two months or older) should also be submitted.
• Digital Signature Certificate (DSC): At least one designated partner must have a DSC for digitally signing documents.

Procedure for LLP Registration

The process of incorporating an LLP involves several key steps. Here is a comprehensive guide for LLP registration online:

Obtain a Digital Signature Certificate (DSC)

All proposed partners of the LLP must obtain a Digital Signature Certificate (DSC) since all government filings require digital signatures.

Obtain Director Identification Number (DIN)

Partners without a DIN need to apply for one. The Director Identification Number (DIN) is a unique identification number assigned to individuals aspiring to become directors or designated partners in LLPs.

Choose a Name for the LLP

Select a unique and suitable name for your LLP registration online, adhering to Ministry of Corporate Affairs guidelines.

Form for Incorporation of LLP (FiLLiP)

This form collects essential information about the proposed LLP, partners, LLP agreement, and registered office address. It includes a declaration from partners consenting to act as designated partners and comply with LLP regulations.

Draft LLP Agreement:

Create the LLP Agreement outlining partner rights, duties, and obligations. This agreement must be notarized and filed with the Ministry of Corporate Affairs within 30 days of incorporation.

Obtain a Certificate of Incorporation

Once forms and documents are filed and verified, the Registrar of Companies (RoC) will issue the Certificate of Incorporation, officially recognizing the LLP’s existence.

Apply for PAN and TAN

After obtaining the Certificate of Incorporation, apply for the Permanent Account Number (PAN) and TAN for the LLP.

You can complete your LLP registration online and embark on your entrepreneurial venture by diligently following these steps.

Effortless LLP Registration Made Possible with Legal Spirit

Legal Spirit is your trusted companion throughout the entire LLP registration online journey. Here’s how we can assist you:

• Experienced Professionals: Our skilled team knows the ins and outs of LLP company registration. We’ll provide you with accurate information, ensuring you grasp each step.
• Name Availability: We’ll help you check if your desired LLP name is available and reserve it according to the rules.
• DSCs and DINs: We’ll assist you in getting the Digital Signature Certificates (DSCs) and Director Identification Numbers (DINs) necessary for the process.
• LLP Agreement: Our experts will aid in drafting the LLP Agreement, ensuring it’s legally sound. We’ll also manage to file the required documents with the authorities, keeping things accurate and compliant.
• PAN and TAN Application: We’ll simplify the application process for your LLP’s Permanent Account Number (PAN) and Tax Deduction and Collection Account Number (TAN).
• Customer Support: We’re here for you. Our customer support will address your questions, ensuring your LLP registration process journey is seamless.
• Affordable LLP registration fees: Our LLP registration fees are designed to be affordable with high-quality service including, MCA name approval, instant filing, name choices, etc., for a seamless startup experience.
• Timely Updates: You’ll receive timely updates on your LLP company registration progress, keeping you informed every step of the way.

With Legal Spirit as your partner, you can confidently navigate LLP formation with reasonable LLP registration fees, guided by experienced professionals who will ensure a hassle-free experience from start to finish.

LLP Registration Fees

Details of Fee

**Subject to change as per the state requirements, additional professional fees incurred.

For registration of Limited Liability Partnership, including conversion of a firm or a private company or an unlisted public company into Limited Liability Partnership:

The difference between the fees payable on the increased slab of contribution and the fees paid on the preceding slab of contribution shall be paid through Form 3.For filing, registering or recording any document, form, statement, notice, Statement of Accounts and Solvency, annual return, and an application along with the Statement for conversion of a firm or a private company or an unlisted public company into LLP by this Act or by these rules required or authorized to be filed, registered, or recorded:

Fee for any application other than the application for conversion of a firm or a private company or an unlisted public company into LLP shall be as under:

Fee for inspection of documents or for obtaining a certified copy thereof shall be as under:

Important Forms in LLP Registration

Highlights

• The agreement must be submitted to the Ministry of Corporate Affairs (MCA) within 30 days from the date of incorporation. Failure to do so will result in a penalty of Rs. 100 per day until the actual filing date.
• The filing is done using LLP form-3, which remains the same as in the previous process. The verification and approval are now processed by the concerned State Registrar of Companies (ROC) instead of the Central Registration Centre (CRC).
• The name allotted under LLP-RUN will be reserved for a duration of 90 days. If the LLP registration application (FiLLiP) is not filed within this period, the name reservation will expire and can be reserved again through a new application.
• FiLLiP allows for the allocation of only 2 DPIN/DIN (Designated Partner Identification Number). If there are more than 2 designated partners, the additional partners will need to obtain DPIN/DIN by filing DIR-3 after the incorporation process. Subsequently, the LLP can add new designated partners or change the designation of partners as required.
• The certificate of incorporation serves as conclusive evidence that the limited liability partnership is incorporated under the specified name.
• The Registrar of Companies (ROC) assigns a unique Limited Liability Partnership Identification Number (LLPIN) to every registered LLP.

Difference between Partnership and LLP

The LLP Agreement will contain essential details such as the LLP’s name, the names and addresses of partners and designated partners, the business objectives, and the registered office address. Additionally, it will include other crucial clauses, such as the form of contribution and interest on contribution, profit sharing ratio, and the rights and duties of partners in various scenarios like admission, resignation, retirement, cessation, and expulsion. The agreement will also outline the proposed business activities and the rules governing the LLP

Recent Amendments

LLP (Amendment) Rules, 2023 – Revised LLP Form No.3

The LLP (Amendment) Rules, 2023, which came into effect on June 2, 2023, have revised LLP Form No. 3, which is used to file information about the LLP agreement with the Registrar of Companies (ROC). The revised form includes additional disclosure requirements, such as the following:

• Whether the nominee of a partner is a body corporate, and if so, the body corporate and its LLPIN/CIN/FLLPIN/Other Identification Number
• Whether the LLP agreement contains any provisions relating to the conversion of the LLP into a company, and if so, the details of such provisions
• Whether the LLP agreement contains any provisions relating to the winding up of the LLP, and if so, the details of such provisions.

New Web-Based Forms for LLP Formation:

• The LLP Amendments, 2022 have introduced web-based forms for all LLP processes
• LLP incorporation can now only be completed through these web-based forms, similar to SPICe Plus Forms used for company incorporation
• A notable change is that every LLP must now include Latitude and Longitude in the Address Block
• Directors’ information can be retrieved from the Digi Locker Database.

No Separate PAN and TAN Application Required:

• The Registrar issues the Certificate of Incorporation of an LLP in Form 16.
• Form 16 now includes the PAN (Permanent Account Number) and TAN (Tax Deduction Account Number) given by the Income Tax Department.
• Hence, like companies, LLP incorporation includes the PAN and TAN applications together, eliminating the need for separate applications.
• LLPs receive their PAN and TAN along with the official Certificate of Incorporation.

Five Designated Partners without DIN:

• The Limited Liability Partnership (Second Amendment) Rules, 2022 allow up to 5 individuals to apply for DPIN in the Form FiLLiP.
• At the time of incorporation, LLPs can now have up to five Designated Partners (without having a DIN), instead of just two.
• This enables the appointment of more than two Designated Partners (without DPIN/DIN) during incorporation.

Statement of Solvency and Certificate of Truthfulness:

The Statement of Account and Solvency must now be signed on behalf of the LLP by specific professionals. | The requirement for DPs to sign the Statement of Solvency has changed. | LLPs with Partner’s Contribution up to INR 50 Lakhs or sales up to INR 5 Crore must file a Certificate of Truthfulness and Correctness of Annual Returns. | Form 8 now includes specific reporting for contingent liabilities.

Other Changes in LLP (Amendments) Rules, 2022:

• Form 9 is now an online web-based form for filing Consent of Partners, replacing the previous offline format.
• All Designated Partners must provide their Digital Signatures at the time of LLP incorporation, instead of just one DSC.
• Forms 28 and 29 have been combined, and Form 28 should be filed with specific notices.
• Modifications to the LLP Deed must be recorded in detail in Form 3, unlike before when only the deed needed attachment.
• Form 11 (Annual Return) should now include information about penalties and compounding of offences.
• Special courts are to be established for speedy trials on criminal offences like fraud, according to the LLP (Amendments) Rules, 2022.