Limited Liability Partnership,under the LLP Act, 2008.

An LLP is registered through FiLLiP (Form for Incorporation of LLP) on the MCA21 portal. FiLLiP is a combined web form that handles name reservation, allotment of DPINs to designated partners (where they don't already hold one), and the incorporation itself in one filing.

The forms in the bundle

• RUN-LLP
  Name reservation, used optionally before FiLLiP if you want to lock the name first. Two proposed names, MCA approval typically within 2–3 working days.
• FiLLiP
  The incorporation form proper. Carries partner details, capital contribution, registered office, and applies for DPINs for new designated partners.
• Form 3
  The LLP Agreement filing. Mandatory within 30 days of incorporation. The agreement itself is stamped per state stamp duty rates before filing.
• Form 4
  Used post-incorporation if a designated partner is added or removed.

Every form is digitally signed by the designated partners using Class 3 DSCs, and FiLLiP is certified by a practising professional — a Company Secretary, Chartered Accountant, Cost Accountant, or Advocate — who affixes a digital signature and a UDIN generated through the ICSI portal.

Ten to fifteen working days from the date the documents are complete. The pace is set largely by MCA processing times at each stage.

1. Days 1–2

   Online filing, payment, and DSC video KYC

   You complete the online form, e-sign the engagement letter via Aadhaar, and pay. DSC video KYC is scheduled for each designated partner — a 15-minute slot via webcam.

2. Days 2–3

   Document upload and validation

   DigiLocker pulls KYC where available; you upload office address proof and the NOC. Each document is validated for MCA acceptability — file format, address match, photograph quality, signature clarity.

3. Days 3–5

   Name reservation

   Two proposed names submitted. We run a real-time MCA database check and a basic trademark check before submission. MCA typically approves within 2–3 working days. Reservation holds the name for 90 days.

4. Days 5–8

   LLP Agreement drafted

   We draft the LLP Agreement to your partner mix — capital contribution, profit-sharing, decision rights, designated-partner powers, exit and dissolution provisions. Partners e-sign via Aadhaar.

5. Days 8–10

   FiLLiP filed under our hand

   Once the name is approved, FiLLiP is filed with all attachments. Bhargav Rajurkar, as Practising Company Secretary, signs the form, generates a UDIN through the ICSI portal, and submits.

6. Days 10–15

   MCA approval and Form 3 filing

   MCA processes within 2–5 working days. The Certificate of Incorporation (Form 16) is delivered to your dashboard. We file Form 3 (LLP Agreement) within 30 days as part of the engagement.

The Certificate of Incorporation (Form 16) is issued, and the LLP becomes a body corporate from that date. Three things follow in the first month, all bundled into the standard engagement.

• Form 3 — LLP Agreement filed (mandatory within 30 days)

  The LLP Agreement is stamped per state stamp duty, signed by all partners, and filed with the Registrar in Form 3. Failure to file within 30 days attracts a flat penalty of ₹100 per day per day of delay, with no upper cap.

• Bank account opened

  We provide an introduction letter and certified copies of CoI, LLP Agreement, and the partner KYC. Account opening is completed by you with the chosen bank.

• PAN and TAN delivered

  Both are allotted alongside incorporation. Soft copies appear in your dashboard within 24 hours of MCA approval; physical PAN card is couriered to the registered office.

Year one calendar

The recurring obligations begin in the first full financial year after incorporation.

• Form 11 (annual return)By 30 May each year
• Form 8 (annual accounts)By 30 October each year
• DIR-3 KYC for each designated partnerBy 30 September
• Income tax return (ITR-5)By 31 October (audit cases)
• Statutory auditOnly if turnover > ₹40L or contribution > ₹25L

A Limited Liability Partnership is a hybrid structure under the LLP Act, 2008 — the operating flexibility of a partnership combined with the limited-liability protection of a company. Section 3 of the Act treats the LLP as a body corporate with perpetual succession, separate from its partners.

An LLP has no concept of authorised capital. Instead, partners commit a capital contribution — what each partner brings to the LLP, recorded in the LLP Agreement. The contribution can be cash, property, or services valued at fair value.

Partners and limits

An LLP requires a minimum of two partners — no maximum is prescribed by the LLP Act. There are two classes of partners:

• Designated partners

  Minimum two, at least one resident in India. Designated partners are responsible for the LLP's statutory compliance — annual filings, KYC, registers — and bear personal liability for those compliance duties.

• Ordinary partners

  Partners who are not designated. They share in profits and decisions per the LLP Agreement but do not carry the statutory compliance liability of designated partners.

Transfer of partnership interest

Unlike shares in a Pvt Ltd, partnership interest in an LLP is not freely transferable. The LLP Agreement governs how a partner's economic rights can be assigned, but the assignee does not automatically become a partner — admission as a partner requires the consent of existing partners as per the agreement.

• Limited liability with partnership flexibility

  Personal assets are ringfenced (subject to fraud and personal-guarantee exceptions), while internal affairs stay flexible — most rules can be customised in the LLP Agreement rather than being statute-driven.

• Lighter compliance than a Pvt Ltd

  Two annual filings (Form 11 and Form 8) instead of three (AOC-4, MGT-7, DIR-3 KYC). No mandatory audit unless turnover crosses ₹40 lakh or contribution exceeds ₹25 lakh. No mandatory board meetings. No AGM. Annual cost runs ₹4,000–7,000 below an equivalent Pvt Ltd.

• No mandatory audit at low turnover

  A Pvt Ltd must be audited every year regardless of revenue. An LLP is audit-exempt below the thresholds — a meaningful saving for early-stage operations and small professional partnerships.

• Convertible to Pvt Ltd

  An LLP can be converted to a Private Limited Company under Section 56 of the Companies Act, 2013, when the venture grows toward fundraising. The conversion preserves the entity's history and continues operations.

• Tax-favourable for partnerships

  The LLP itself is taxed at 30% on profits. Profit shares received by partners are exempt in their hands (Section 10(2A) of the Income-tax Act). There is no dividend distribution mechanism to plan around.

And the trade-offs, honestly

• Not the right vehicle for venture capital

  Almost every Indian VC term sheet assumes a Pvt Ltd. LLPs cannot issue shares, cannot grant ESOPs in the conventional sense, and cannot issue convertible instruments. If external funding is on the horizon, plan to convert before the round.

• Restricted Foreign Direct Investment

  FDI in LLPs is permitted only in sectors where 100% FDI is allowed under the automatic route, with no FDI-linked performance conditions. For most cross-border capital structures, a Pvt Ltd is cleaner.

• No concessional tax rates

  The 22% (Section 115BAA) and 15% (Section 115BAB) concessional rates are available only to companies. An LLP's rate is fixed at 30% plus surcharge and cess.

• Stamp duty on the LLP Agreement

  The LLP Agreement is stamped per state stamp duty rules — Maharashtra is among the higher rates. The cost is one-off but state-specific and worth factoring at incorporation.

The LLP Act prescribes two annual filings, plus director-level KYC and the Income-tax return. Below the audit threshold, the recurring cycle is materially lighter than a Pvt Ltd.

• Form 11

  Section 35
  By 30 May each year
  Annual return capturing partner details, contribution, and changes during the year. Late filing attracts a flat ₹100 per day penalty with no upper cap.
• Form 8

  Section 34
  By 30 October each year
  Annual statement of accounts and solvency, signed by designated partners. Late filing attracts the same ₹100 per day penalty with no upper cap.
• DIR-3 KYC
  By 30 September each year
  Annual KYC for every designated partner with an active DPIN. Failure to file deactivates the DPIN; reactivation costs ₹5,000.
• Income-tax return (ITR-5)
  By 31 October (audit cases)
  Tax audit applies if turnover exceeds the Section 44AB thresholds. LLP profits are taxed at 30% plus surcharge and cess.
• Statutory audit
  Only above thresholds
  Audit required only if annual turnover exceeds ₹40 lakh or contribution exceeds ₹25 lakh.

The name

The name must end with the words "LLP" or "Limited Liability Partnership" and must not be identical or too similar to an existing company, LLP, or registered trademark in the relevant class. It cannot contain restricted words — Bank, NBFC, Insurance, Mutual Fund, Stock Exchange, Government, or any word implying connection to the State or to a regulatory authority — without prior approval from the relevant regulator.

We submit two proposed names in priority order via RUN-LLP (or via FiLLiP directly); one free resubmission is available if both are rejected.

The registered office

Every LLP must have a registered office in India from the date of incorporation. The premises may be commercial, residential, or a virtual office service. A residential address requires a No-Objection Certificate from the owner; a rented address requires both an NOC and the rental agreement.

Section 13 of the LLP Act requires the LLP to display its name and Registration Number outside every place of business, and on every official document and communication.