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Limited Liability Registration (LLP) Registration in India
In India, the Limited Liability Partnership (LLP) was established under the LLP Act of 2008 and has quickly become the favored business structure for entrepreneurs. An LLP offers the limited liability advantages of a private company while retaining the operational flexibility of a partnership firm. This means that no partner is held accountable for the unauthorized or illegal actions of another, protecting individuals from joint liability due to a partner’s wrongdoing.
Typically chosen by professionals, as well as micro and small family-owned or closely held businesses, the LLP structure provides significant benefits. In 2022, the Ministry of Corporate Affairs (MCA) introduced the LLP (Second Amendment) Rules, 2022, simplifying and increasing transparency in the LLP registration process through fully digital forms. Additionally, these amendments ensure that new LLPs receive their TAN and PAN numbers alongside the Certificate of Incorporation, streamlining administrative procedures further.
What are the Features of an LLP in India?
Here are the key features of a Limited Liability Partnership (LLP) in India:
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It operates as a corporate body, a separate legal entity distinct from its members.
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Members enjoy limited liability, confined to their agreed contributions to the LLP.
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It combines the organizational flexibility of a partnership with the legal structure of a corporation.
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The LLP enjoys perpetual succession, continuing to exist even if founding partners depart, provided it maintains at least two partners.
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Its accounting and filing obligations are similar to those of a company but with fewer compliance requirements.
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There is no requirement for a minimum capital contribution.
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At least one partner must be a resident of India.
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There is no maximum limit on the number of partners an LLP can have.
Benefits of LLP Registration in India
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Low Cost and Minimal Compliance:
Establishing an LLP is more economical than registering a Private or Public Limited Company. Compliance requirements are reduced; an LLP must file only two annual statements—a return and a statement of accounts and solvency. -
Limited Liability:
Designated partners of an LLP enjoy limited liability. In case of business insolvency or loss, each partner's responsibility is confined to their capital contribution as per the LLP agreement. Additionally, one partner is not held accountable for another partner’s negligence or misconduct. -
Separate Legal Entity:
An LLP is a distinct legal entity, separate from its partners. It can sue, be sued, and sign contracts in its own name, building trust with stakeholders and instilling confidence in customers and suppliers. -
Tax Advantages:
LLPs benefit from various tax exemptions, including from Dividend Distribution Tax (DDT) and Minimum Alternative Tax. The tax rate for an LLP is generally lower than that for companies, offering significant savings. -
No Minimum Capital Requirement:
There is no minimum capital requirement for forming an LLP in India. Partners are not obligated to make large capital contributions, and an LLP can be incorporated with as little as ₹2,000 in total capital.
What are the various types of LLP forms used in India?
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FiLLiP Form:
Used for the incorporation of a new LLP in India. -
Run LLP:
Utilized for reserving a name for the Limited Liability Partnership. -
Form 3:
Captures details regarding the LLP Agreement. -
Form 8:
Submits the Statement of Accounts and Solvency for the LLP. -
Form 11:
Serves as the Annual Return filing for the LLP. -
Form 24:
Acts as the application to the Registrar of Companies (ROC) for striking off the LLP's name.
Checklist for the LLP Registration
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A minimum of two partners is required.
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All proposed partners must possess a Digital Signature Certificate (DSC).
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Each designated partner needs to obtain a Designated Partner Identification Number (DPIN).
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The LLP must have a unique name, not identical to any existing LLP.
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A formal LLP Agreement must be drawn up between the partners.
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Proof of the LLP's registered office is required.
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Details of the capital contributions made by the LLP partners must be provided.
What key documents are required to register an LLP in India?
Thought for a second
1. PAN Card or Identity Proof of All Partners:
All designated partners must provide their PAN, which serves as their primary identity proof.
2. Proof of Registered Office Address:
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Landlord Consent (NOC): If the office space is rented, obtain a No Objection Certificate (NOC) from the landlord authorizing the use of the premises as the registered office, along with a rent agreement.
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Utility Bills: Submit recent utility bills (electricity, gas, telephone, etc.) that are no older than two months. These bills should display the complete address of the premises and the owner's name, verifying the registered office address.
Scanned copy of PAN Card or Passport (Foreign Nationals & NRIs)
Scanned copy of Voter’s ID/Passport/Driver’s License
Identity proof of director and
nominee(PAN card)
Why Registerkaro Closing a Limited Liability Partnership
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Realistic Expectations
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By handling all the paperwork, we ensure a seamless interactive process with the government. We provide clarity on the incorporation process to set realistic expectations.
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With a team of over 300 experienced business advisors and legal professionals, you are just a phone call away from the best in legal services