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LLP Registration in India: Documents required, Process, Time Taken, and Fees
Limited Liability Partnership (LLP) is a popular business structure in India, governed by the Limited Liability Partnership Act, 2008. In recent years, LLP registrations have grown rapidly, even surpassing the number of new company registrations.
An LLP combines the flexibility of a partnership firm with the limited liability benefits of a private limited company. It involves relatively lower compliance requirements and allows easier movement of funds compared to private companies. At BizCatalyst Technologies, our professionals provide end-to-end assistance for LLP registration, making the entire process completely online and hassle-free.
What do you mean by a limited liability partnership?
A Limited Liability Partnership (LLP) is a hybrid business structure that combines the benefits of a partnership firm and a company. It provides partners with limited liability while allowing high flexibility in management and collaboration.
An LLP is a separate legal entity, capable of owning property, entering into contracts, and continuing its existence regardless of changes in its partnership. The liability of each partner is limited to their capital contribution, and no partner is personally responsible for the wrongful acts or unauthorized actions of other partners. This ensures that individual partners are protected from liabilities arising from the misconduct of others.
Eligibility for LLP registration in India
The minimum requirements for incorporating an LLP in India are as follows:
Minimum Partners: At least two partners are required to form an LLP.
Designated Partners: At least two partners must be designated partners. A corporate body cannot act as a designated partner.
Resident Partner: At least one partner must be a resident of India.
Registered Office: The LLP must have a registered office address.
Business Purpose: The LLP must have a defined business objective or purpose.
Capital Contribution: There is no prescribed minimum or maximum capital contribution, but the LLP must be incorporated with some contribution.
Documents Required for LLP Registration:
NOC for the registered office address
Subscriber sheet for LLP
LLP Agreement
Mistakes to Avoid During LLP Registration
Common Mistakes to Avoid During LLP Registration
Mistakes during LLP registration can lead to long-term issues, including financial losses. Here are some common pitfalls and ways to avoid them:
1. Choosing the Wrong Name
Many LLPs make the mistake of selecting a random or generic name without checking its availability. This often results in the rejection of the application.
To Avoid: Ensure the name is unique, not similar to any existing LLP, and complies with the Emblems and Names (Prevention of Improper Use) Act, 1950. Always check availability on the MCA portal before finalizing.
2. Errors in the LLP Agreement
The LLP Agreement defines the rights, roles, responsibilities, and capital distribution among partners. Mistakes—such as incorrect profit-sharing ratios or undefined partner roles—can cause disputes or operational issues.
To Avoid: File the LLP Agreement with the RoC within 30 days of incorporation and consult a compliance expert to prevent common errors.
3. Mistakes While Filing the FiLLiP Form
Errors in the FiLLiP (Form for Incorporation) such as incorrect name, address, or documents can result in rejection.
To Avoid: Double-check all details and attach up-to-date documents in the correct format. Prepare a checklist of documents before filing to avoid delays.
4. Incorrect Appointment of Designated Partners
Designated Partners are legally responsible for compliance under the LLP Act, 2008. Appointing the wrong person can create significant legal and operational risks.
To Avoid: Choose responsible and trustworthy individuals. Ensure at least one designated partner is an Indian resident who has stayed in India for at least 182 days in the preceding year.
5. Neglecting Post-Incorporation Compliances
Some entrepreneurs assume that registration alone ensures their LLP’s safety. Ignoring post-incorporation requirements can lead to penalties or legal complications.
To Avoid: Complete all post-incorporation formalities on time, such as opening a bank account, obtaining licenses, and filing the LLP Agreement.
6. Errors in Capital Distribution
Incorrectly recording capital contributions or profit-sharing ratios can lead to disputes among partners, especially during admission or retirement of partners.
To Avoid: Clearly specify the profit-sharing ratio and capital contributions in the LLP Agreement. Update the details whenever partners are added or removed, with consent from all partners.
Documents required for LLP registration
Documents Required for LLP Registration in India
The documents for LLP registration are divided into two main categories:
1. Address Proof of Registered Office
Copy of a utility bill (electricity, gas, water, broadband, or telephone) not older than 2 months.
The registered office can be commercial or residential.
The utility bill must clearly show the complete address of the premises.
No Objection Certificate (NOC) from the owner of the property.
2. Documents of Partners
Identity Proof: Aadhaar Card and PAN Card of each partner.
Address Proof: Recent bank statement or utility bill (electricity, gas, broadband, or telephone) not older than 2 months, clearly showing the partner’s full address.
Photograph: Passport-size photo of each partner.
For NRIs or Foreign Nationals: Passport copy is mandatory.
Note: If documents are not in English, a notarized or apostilled translation must be attached.
Documents issued after LLP incorporation:
Key Documents Post-LLP Incorporation
Certificate of Incorporation of the LLP
PAN and TAN of the LLP
Digital Signature Certificates (DSC) of all partners (in physical token form)
DIN (Director Identification Number) of all partners
Notarized LLP Agreement
Complete set of forms and challans filed with the Ministry of Corporate Affairs (MCA)
Compliances of post LLP registration
After LLP registration, certain post-incorporation compliances and registrations must be completed. At BizCatalyst Technologies, our team of skilled and experienced professionals guides you through the entire process, ensuring full compliance. Our support includes:
Opening a bank account in the name of the LLP
Conducting board meetings and passing resolutions to appoint authorized signatories for necessary filings
Obtaining required registrations, such as GST, Trademark, IEC, Shop Act, etc.
Filing annual returns and financial statements, including balance sheets, cash flow statements, and profit & loss accounts, to maintain the LLP’s financial health
Fees for LLP registration in India
The total cost for LLP registration is ₹6,698, which includes professional fees and DSC charges for two partners. GST charges are not included.
| Fees for LLP Registration | Amount (₹) |
|---|---|
| Professional Fee | 1,499 |
| DSC Charges (per partner) | 1,499 |
| RUN + FiLLiP Form | 843 |
| Total | 3,841 |
Note: Government fees may vary depending on the state of registration.
Process for LLP registration
LLP Registration Process
1. Name Reservation
The first step in LLP registration is selecting a unique name. The availability of the proposed name can be checked on the MCA Portal and the trademark website. The name is then filed using the RUN-LLP (Reserve Unique Name – Limited Liability Partnership) form.
The Registrar will approve the name only if it does not conflict with existing trademarks or other LLP/company names.
If the name is disapproved, the form can be resubmitted within 15 days to correct the errors.
The LLP name must end with either “Limited Liability Partnership” or “LLP.”
2. Obtain a Digital Signature Certificate (DSC)
A Class 3 DSC is required for all partners, as the registration process is completely online. All incorporation documents must be digitally signed before submission.
If a partner already has a valid DSC, it can be reused.
The DSC is provided in physical tokens, similar to a USB drive.
3. File LLP Incorporation Form (FiLLiP)
The FiLLiP form is submitted to the Registrar of the respective jurisdiction to register the LLP. The following documents and information must be attached:
Details of all partners
KYC documents of all partners
Registered office proof along with No Objection Certificate (NOC)
Consent forms of all partners
Certification by a practicing CA/CS
4. Submit the LLP Agreement
The LLP Agreement defines the rights, duties, and responsibilities of partners and the LLP.
It must be filed online in Form 3 on the MCA portal within 30 days of LLP registration.
The agreement must be signed and notarized on stamp paper. Stamp duty varies by state:
India (general): 1% of capital contribution (minimum ₹200, maximum ₹5,000)
Gurgaon (Haryana): Fixed ₹1,000
Time Taken for LLP Registration in India
LLP Registration Timeline in India
The overall process of registering a Limited Liability Partnership (LLP) in India typically takes 7–10 working days. The estimated time for each stage is as follows:
| Activity | Estimated Duration |
|---|---|
| LLP Name Approval | 2–3 working days |
| Digital Signature Certificate (DSC) Preparation | 1 working day |
| Drafting LLP Agreement & Filing Incorporation Form | 2 working days |
| Approval of LLP Registration from MCA | 2 working days |
Advantages of LLP registration
Benefits of LLP Registration in India
Organized Business Structure:
An LLP is a recognized and organized business entity approved by the government. Its transparency and structured financial reporting make it a preferred choice for banks, creditors, and investors.
No Minimum Capital Requirement:
LLPs can be incorporated with any amount of capital, allowing entrepreneurs to start a business with minimal financial investment.
Limited Liability of Partners:
The liability of LLP partners is limited to their agreed capital contribution. Partners are not personally liable for the debts of the LLP, and in case of winding up or insolvency, only the assets of the LLP are used to settle obligations.
High Flexibility:
LLPs offer greater flexibility in managing funds and borrowing from third parties. Profit-sharing, roles, and responsibilities are defined in the LLP agreement, providing a flexible and efficient structure for business management.