A limited liability partnership (LLP) is a flexible legal and tax business entity where every partner has a limited liability for the debts or claims of the business partnership. It has become one of the preferred forms of entities among many entrepreneurs in India. As the name suggests, a limited liability partnership (LLP) is a partnership firm established by at least two individuals who enter into an agreement. The concept was introduced in 2008 and is regulated by India's Limited Liability Partnership Act, 2008. Here, we will help you understand the minimum requirements to incorporate an LLP (limited liability partnership) in India while highlighting the various processes for LLP registration.

Features of Limited Liability Partnership

• LLP is a separate legal entity from its partners.

• LLP offers limited liability to its partners.

• Partners in an LLP are shielded from personal liability for business debts.

• LLP has perpetual succession.

• The rights and duties of partners in an LLP are governed by an agreement between partners or between the LLP and partners.

• LLP combines the benefits of private limited company with the flexibility of a traditional partnership.

Advantages of Limited Liability Partnership Incorporation

• Separate legal entity: An LLP has a separate legal entity, just like a company. It can sue and be sued in its name, which helps to build trust with stakeholders.

• Limited liability of the partners: The partners have limited liability, meaning they are only liable to pay the amount of contributions made by them and are not personally liable for any loss in the business.

• Low cost and less compliance: The cost of forming an LLP is low, and the compliances are minimal. The LLP incorporation only needs to file two statements annually.

• No requirement of minimum capital contribution: An LLP can be formed without any minimum capital, allowing partners to contribute any amount they wish.

What are the Legal Requirements for LLP Incorporation?

To incorporate a Limited Liability Partnership (LLP) in India, the following requirements need to be fulfilled:

• A minimum of two designated partners who are individuals and at least one of them must be a resident of India.

• Obtaining a Digital Signature Certificate (DSC) for all partners involved in the LLP.

• Applying for a Director Identification Number (DIN) for all partners.

• Selecting a unique name for the LLP that complies with the naming rules set by the Ministry of Corporate Affairs.

• Drafting and filing the LLP agreement, which outlines the roles, responsibilities, and profit-sharing ratio of the partners.

• Paying the necessary fees for incorporation and stamp duty based on the capital contribution of the LLP.

• Submitting the required documents, such as address proof, identity proof, and address of the registered office of the LLP.

How to Register for Limited Liability Partnership Incorporation in India?

To register for Limited Liability Partnership (LLP) incorporation in India, you need to follow these steps:

• Obtain a Digital Signature Certificate (DSC) for all partners involved in the LLP.

• Apply for a Designated Partner Identification Number (DPIN) for all partners.

• Reserve a unique name for the LLP through the Ministry of Corporate Affairs (MCA).

• Prepare the required documents, such as LLP agreement, address proof, identity proof, and address proof of partners, etc.

• File an Incorporation Form with the Registrar of Companies (RoC).

• Once the Registrar approves the application, you will receive the Certificate of Incorporation.

• Obtain the Permanent Account Number (PAN) and Tax Deduction and Collection Account Number (TAN) for the newly formed LLP.

By following these steps, you can successfully register for Limited Liability Partnership incorporation in India. It is recommended to consult a professional or consider taking legal advice from a reputed legal consulting and legal service provider.

Required Documents

For Designated Partners

• PAN Mandatory- Indian National / Passport – Foreign National

• Proof of Identity – Voter ID/Passport/Driving License – Any 1

• Proof of Address (Electricity Bill/Bank Statement/Telephone Bill/Mobile Bill not older than 2 months) – Any 1

• *All documents for Indian National – To be self-attested

• *All documents of Foreign National – To be self-attested & apostilled

For Registered Office

• Proof of Ownership – Sale Deed / Rent Agreement duly signed copy

• Copy of Utility Bill – Electricity Bill / Telephone Bill / Gas Bill – Any 1

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• Convenient and customized LLP agreement drafting

• Assistance in checking the availability of the LLP name

• Filing of necessary forms such as FiLLiP and DIN application

• Application for PAN (Permanent Account Number) and TAN (Tax Deduction Account Number)

• Verification of documents and obtaining the certificate of incorporation (COI) and PAN and TAN

• Drafting and submission of the LLP agreement in Form 3 within 30 days of incorporation

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