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Limited Liability Partnership Registration

  • Easy Limited Liability Partnership Registration in India with CA expert guidance.
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Required Documents

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Description of proposed business activity

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4 proposed names for LLP in order of preference

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Self attested PAN Card copy of all partners

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Self attested ID Proofs of all partners (Driving License/Voter ID/ Passport/Aadhar)

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Self attested address proof of all partners (Utility Bill/ Bank Statement/ Bank passbook copy)

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Passport size color photo of all partners in JPEG Format

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NOC from the owner of the premises

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Proof of registered office address (Rent deed/ lease deed)

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Utility bill in name of the owner not older than 2 months

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Mobile No. and email id of designated partners

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Subscriber’s Sheet

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Copy of resolution (if a body corporate becomes partner of LLP)

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Details of LLPs and companies in which partner/ designated partner is a director/partner

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Consent to act as designated partner in Form-9

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NOC of Trademark Owner, if trademark issue involved

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Occupation, Educational Qualification and Place of Birth of partners

What we will deliver

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DIN for 2 designated partners

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DSC of 2 designated partners

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Name approval of company- RUN WEB FORM

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Certificate of Registration of LLP

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LLP Agreement Drafting and Execution

Features & Restrictions of Limited Liability Partnership Registration:

  • Limited Liability of Partners: The liability of the partners of a LLP is limited to the amount of capital invested by them in LLP. The partners cannot be called upon to pay off the liability of firm out of their personal assets.
  • Separate Legal Entity: A LLP is a separate legal entity which is distinct from its partners. As such, the LLP can own assets in its own name and also sue third parties.
  • Lower Compliance Requirement: An LLP involves lesser compliance as compared to a private/ public limited company. There is no statutory audit requirement up to a turnover of Rs. 40 Lakhs or capital contribution of up to Rs. 25 Lakhs. Unlike companies, compliances elated to board meetings, statutory meetings etc. do not apply to LLPs.
  • Operational Flexibility: LLP Agreement among partners of an LLP clarifies operating structure including rights and responsibilities of the partners. Further, LLP agreement allows to clearly define roles of the partners and their respective responsibilities. It could also help in protecting partner’s interest in case of loss because of an unlawful act of any other partner.
  • Capital Contribution: There is no requirement of minimum capital contribution from the partners.
  • Audit of accounts from professionals: LLP shall maintain proper books of accounts where audit shall also be required if the capital contribution exceeds Rs. 25 Lakhs or turnover exceeds Rs. 40 Lakhs
  • Change in constitution: LLP can continue its existence irrespective of changes in its partners.

Eligibility Criteria

Minimum 2 designated partners who are individual

Maximum number of partners- no limit

One designated partner must be a Resident Indian

Minimum capital: at choice of partners

DIN of the designated partners (if available)

Digital Signature of designated partners

Required Documents

Description of proposed business activity

4 proposed names for LLP in order of preference

Self attested PAN Card copy of all partners

Self attested ID Proofs of all partners (Driving License/Voter ID/ Passport/Aadhar)

Self attested address proof of all partners (Utility Bill/ Bank Statement/ Bank passbook copy)

Passport size color photo of all partners in JPEG Format

NOC from the owner of the premises

Proof of registered office address (Rent deed/ lease deed)

Utility bill in name of the owner not older than 2 months

Mobile No. and email id of designated partners

Subscriber’s Sheet

Copy of resolution (if a body corporate becomes partner of LLP)

Details of LLPs and companies in which partner/ designated partner is a director/partner

Consent to act as designated partner in Form-9

NOC of Trademark Owner, if trademark issue involved

Occupation, Educational Qualification and Place of Birth of partners

What we will deliver

DIN for 2 designated partners

DSC of 2 designated partners

Name approval of company- RUN WEB FORM

Certificate of Registration of LLP

LLP Agreement Drafting and Execution

Frequently Asked Question

What are the minimum requirements to incorporate a LLP in India?

Atleast 2 individuals are required to be appointed as “Designated Partners”, out of which one must be an Indian Resident. There is no maximum limit of number of partners. LLP shall have its registered place of business in India.

Whether a place of business in India is necessary for incorporating an LLP in India?

Yes, there must be a place of business in India for incorporating an LLP. It can be a residential or a commercial place where the place of business may be situated. Address of such place of business is required as such any statutory notices/ letters may be communicated thereto.

What are the requirements to be a partner/ designated partner of LLP?

Any individual or body corporate can become a partner in LLP. There is no maximum limit of number of partners. However, the designated partners can only be individuals. Among the partners of a LLP, 2 or more partners can be designated as a “Designated Partner”, out of which one must be an Indian Resident.

Provided that an individual shall not be capable of becoming the partner in LLP, if:-

  • Found to be of unsound mind or
  • Undischarged insolvent or
  • Applied to be adjudicated as insolvent and his application is pending
  • He is minor

What is the minimum capital requirement for LLP registration in India?

There is no minimum capital requirement for registering an LLP. The amount of capital contribution is disclosed in the LLP Agreement and amount of stamp duty is decided by the total contribution amount. Partners can become their capital contribution in the form of cash or any tangible/ intangible assets.

Whether a body corporate can become a partner in an LLP?

A body corporate can be a Partner in an LLP. However, to fulfill the requirement of minimum Designated Partner, any of the two individuals Partners or the nominee of the Body Corporate shall act as an authorized individual on behalf of the body corporate in the LLP.

The term “Body Corporate” includes a private company, public company, one-person company, Limited Liability Partnerships, a foreign company, etc. However, HUF or Trust cannot become a partner in LLP. Similarly, a partnership firm or AOP cannot become a partner in LLP.

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

Yes, an existing partnership firm can be converted into LLP by complying with the provisions of clause 58 and Schedule II of the LLP Act. Form 17 needs to be filed along with Form 2 for such conversion and incorporation of LLP.

What is the LLP agreement? Does it require filing for MCA?

Yes, it is mandatory to execute and file the LLP Agreement in view of Section 2(0) & (q) , 22 and 23 of the Act.

As per provisions of the LLP Act, in the absence of agreement as to any matter, the mutual rights and liabilities shall be as provided for under Schedule I to the Act. Therefore, in case any LLP proposes to exclude provisions/requirements of Schedule I to the Act, it would have to enter into an LLP Agreement, specifically excluding applicability of any or all paragraphs of Schedule I.

What are the tax implications on LLP vs. Partnership Firm?

Both the LLP and partnership firm are taxable at a flat rate of 30% + Surcharge + Cess. However, the partnership firm can take benefit of presumptive taxation scheme as prescribed u/s 44AD or 44ADA of the Income Tax Act. LLP is not covered under this scheme.

Is Foreign Direct Investment FDI allowed in LLP?

Yes, Foreign Direct Investment in equity form is allowed to the extent of 100% in LLP under automatic route in the various sectors as permitted by DIPP. However, FIIs are not allowed to invest in LLPs. LLPs will also not be permitted to avail External Commercial Borrowings (ECB)

What are the annual compliances to be made by an LLP after incorporation?

Post incorporation, following annual compliances is to be made by an LLP:-

  • Statutory Audit if turnover exceeds Rs. 40 Lakhs or Capital exceeds Rs. 25 Lakhs
  • Tax Audit under Income Tax Act (if turnover exceeds limit prescribed)
  • Filing of Statement of Account and Solvency (Form-8) within 30 days from the end of 6 months of the FY to which such statement relates
  • Annual Return in Form-11 within 60 days from the end of financial year
  • Income Tax Return