Limited Liability Partnership Registation

Register a Limited Liability Partnership in India

A Limited Liability Partnership(LLP) has emerged as a preferred alternative by Indian Entrepreneurs to start a Business. This form of business provides the benefit of a Company along with the flexibility of a Partnership. LLP offers a unique hybrid structure that caters to small and medium-sized businesses. The entire LLP registration process is online and regulatory filings are paperless; documents are filed electronically through the MCA website and processed online only.

A LLP can be registered online through FINLEG at a cost-effective price without any hassle. FINLEG comply with all regulations established by the Ministry of Corporate Affairs and take care of all legal formalities. You will receive a Certificate of Incorporation (CoI), along with your PAN, after the company registration process has been completed and approved by regulatory. Post Incorporation you can easily open your bank account and start the business.

What is Limited Liability Partnership?

A limited liability partnership (LLP) in India is a partnership firm that offers limited liability to its partners. It is governed by the Limited Liability Partnership Act, 2008, and the rules and regulations mentioned in the Companies Act, 2013.

In an LLP, partners are individuals or corporate bodies, and their personal assets are not at risk in case of any liabilities or debts of the LLP. The liability of partners is limited only to the extent of their agreed-upon contribution to the LLP. This means that one partner is not personally liable for the actions, debts, or negligence of another partner. This aspect of limited liability protects the personal assets of the partners.

Advantages of Private Limited Company

The advantages of a Limited Liability Partnership (LLP) in India are:

  • Limited liability: The partners in an LLP have limited liability, meaning that their personal assets are protected in case the business incurs debts or faces legal action.
  • Flexible organizational structure: LLPs have a more flexible organizational structure compared to traditional partnerships or companies. Partners can have different levels of participation and liabilities can be allocated as per the partnership agreement.
  • Easy formation and dissolution: LLPs are relatively easy to form and dissolve compared to companies. The process involves fewer legal formalities and less paperwork.
  • Perpetual existence: LLPs have perpetual existence, i.e., they can continue to exist even if partners leave or new partners join. This provides stability and continuity to the business.
  • Separate legal entity: An LLP is a separate legal entity from its partners. It can own property, enter into contracts, sue or be sued in its own name, which provides the partners with better legal protection.
  • Easy transfer of ownership: LLPs allow for easy transfer of ownership, as partners can transfer their ownership and rights in the partnership to others without affecting the LLP's legal status or existence.
  • Less compliance requirements: LLPs have fewer compliance requirements compared to companies. They are not required to maintain statutory records, hold annual general meetings, or conduct audits, unless their turnover exceeds a certain threshold.
  • Professional credibility: LLPs are commonly preferred by professionals such as lawyers, accountants, architects, etc., as it allows them to form partnerships and offer professional services without taking on unlimited personal liability.

Checklist for Registration of Limited Liability Partnership in India

The Companies Act of 2013 requires us to ensure that the checklist's requirements are met-

  • Two Partners: At least two Partners are required for a limited liability partnership & there is no maximum limit in partners. Partners can be individual or corporate bodies or both.
  • Unique Name: Unique name should be selected for your Limited Liability Partnership. The proposed name should not be identical to any trademarks or existing Companies/LLPs in India.
  • Registered Office: A Limited Liability Partnership’s registered office does not have to be a commercial space. As long as an NOC is obtained from the landlord, even a rented residence can serve as the registered office.
  • Capital Contribution: For a Limited Liability Partnership, there is no minimum capital requirement. Partners can contribute any amount of capital they deem appropriate.
  • LLP Agreement: The LLP agreement, which defines the rights and duties of partners, needs to be drafted. The agreement should be printed on stamp paper and notarized.

Minimum Documents required for registration of Limited Liability Partnership in India

In India, proper proof of identity and address is required for Limited Liability Partnership registration. The MCA accepts the following scanned documents for the online company registration process:

  • Identity and Address Proof for Partners-
  • PAN Card; and
  • Voter id card/passport/driving license; and
  • Latest Electricity Bill/ Mobile Bill/ Bank Statement/Gas Bill
  • Passport-sized photograph and specimen Signature
  • Registered Office Proof-
  • Notarised rental agreement
  • No-objection Certificate from the property owner
  • Sale deed/property deed (if self-owned property)

Note: It is not necessary for your registered office to be a commercial space; It could also be your home.

Step-by-Step Guide to Creating a Limited Liability Partnership in India

The registration process of your Limited Liability Partnership is a complicated process with numerous requirements. However, as long as you have FINLEG, you need not be concerned because our professionals can assist you with each step of the Limited Liability Partnership registration process.

  • Step 1 - Obtain Digital Signature(DSC).
  • Step 2 - Apply for Director Identification Number (DIN).
  • Step 3 - Reserve Unique name for LLP by applying in MCA Portal.
  • Step 4 - Draft LLP Agreement.
  • Step 5 - Register with ROC and obtain Certificate of Incorporation
  • Step 6 - Apply for PAN and TAN.

Frequently Asked Questions (FAQs)

How many people are needed to incorporate LLP?

A minimum of two persons are required for forming a Limited Liability Partnership. A Limited Liability Partnership must have at least two Partners and a maximum number of Partners can have.

What would be the requirements to be a partner in LLP?

The Designated Partners must be over the age of 18, and be a normal individual. There are no limits as to citizenship or residence. The LLP Act 2008 therefore provides for the establishment of an LLP in India by Foreign Nationals including Foreign Companies & LLPs given that at least one designated partner is resident of India.

Can LLP be incorporated for not-for-profit activities?

No, 'carrying on a lawful business with a view to benefit' is one of the necessary conditions for setting LLP. LLP cannot therefore be accredited into the "Not-for-Profit" operations performed.

What do you mean by DPIN?

Designated Partner Identification Number is a specific identification number assigned to both LLP 's Designated Partner current and proposed. Using a Designated Partner Identification Number is compulsory for all current or prospective Designated Partners. Designated Partner Identification Number never expires and only one Designated Partner Identification Number can be available to a individual.

Can NRIs/Foreign Nationals can become a designated partner in a LLP?

Sure, after receiving the Designated Partner Identification Number, an NRI or a Foreign National can be a Designated Partner in a Limited Liability Partnership. Atleast one Designated Partner in the LLP must however be a Resident India.

At what capital you can start the LLP?

With any amount of capital you can create a Limited Liability Partnership. There is no provision to demonstrate evidence of the invested capital during the incorporation process. The contribution of the Partner may consist of tangible and/or intangible properties, and any other value to the LLP.

Does LLP allow FDI?

Indeed, Foreign Direct Investment ( FDI) in LLP is permitted under the automatic route in sectors that the Foreign Investment Promotion Board (FIPB) permits. Foreign institutional investors (Flls) and Foreign Venture Capital Investors (FVCIs) are not allowed to participate in LLPs however. External Commercial Borrowings (ECBs) would also not be allowed to be made available to LLPs.

Easy monthly EMI options available

No Spam. No Sharing. 100% Confidentiality.

Difference between Sole Proprietorship / One Person Company / Limited Liability Partnership / Partnership / Private Limited Company

Aspect Sole Proprietorship One Person Company (OPC) Limited Liability Partnership (LLP) Partnership Private Limited Company (PLC)
Legal Status Not a separate legal entity Separate legal entity Separate legal entity Not a separate legal entity Separate legal entity
Minimum Members One One Two Two or more Two
Maximum Members One One Unlimited Unlimited 200
Liability Unlimited Limited Limited Unlimited Limited
Compliance Requirements Minimal Moderate Moderate Moderate Significant
Taxation Individual tax rates Individual tax rates Partnership firm tax rates Partnership firm tax rates Corporate tax rates
Ownership Owned by an individual Owned by a single person Owned by partners Owned by partners Owned by shareholders
Transferability of Ownership Not transferable Not transferable Transferable with conditions Not transferable Transferable with conditions
Credibility Low Moderate Moderate Low High
Investment Opportunities Limited Limited Limited Limited High
Capital Contribution Owner's personal funds Owner's personal funds By partners By partners By shareholders
Continuity of Existence Depends on owner's lifespan Continues even after death of the owner Continues even after death of partners Depends on partners' agreement Continues even after death of shareholders
Name Protection No protection Protection Protection No protection Protection

It is important to note that each of these business structures has its own unique advantages and disadvantages, and it is important to choose the right structure based on your business objectives, legal obligations, and financial considerations. Consulting with a professional is highly recommended before making a decision.