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Limited Liability Partnership (LLP) Registration in India

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Limited Liability Partnership (LLP)
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What is a Limited Liability Partnership (LLP)

A Limited Liability Partnership (LLP) is one of the most popular business structures in India today. It brings together the flexibility of a partnership firm and the limited liability protection similar to a company. This means partners manage the business directly, but their personal assets (like house, savings or car) are protected from business debts only the business assets are at risk.

 

LLPs are governed by the Limited Liability Partnership Act, 2008, which has been updated in recent years to make LLP formation and compliance more startup‑friendly and efficient. In 2026, the Ministry of Corporate Affairs (MCA) has streamlined online processes, added transparency measures, and enabled faster approvals to support entrepreneurs and small businesses.

 

Today, LLPs are widely chosen by:

 

  • Consultants, lawyers, chartered accountants and professional services

  • Small and medium businesses

  • Startups that don’t need external investors

  • Businesses seeking low compliance and flexible management

 

Why choose us for LLP registration?

 

Registering your Limited Liability Partnership with Instabiz Filings means your entire LLP formation and compliance journey is managed end‑to‑end by a specialised team of Chartered Accountants, Company Secretaries and legal experts. Our team handles documentation, RUN‑LLP, FiLLiP, LLP Agreement drafting, and coordination with MCA so you can focus on running your business.

  • Complete online LLP registration – DSC, DPIN, name approval, incorporation, PAN, TAN and LLP Agreement handled in one place.

  • Expert CA/CS team that stays updated with the latest LLP Act, 2008 and MCA V3 changes and guides you on every step.

  • Clear breakup of professional fees and estimated government fees, with transparent notes on stamp duty and state‑wise variations.

  • Fixed, realistic timelines for name approval, incorporation and agreement filing, with proactive status updates.

  • Ongoing annual compliance support for Form 11, Form 8 and ITR‑5 so your LLP remains fully compliant year after year.

  • Pan‑India experience across multiple states and industries, backed by strong client testimonials from LLP founders.

 

Who should choose an LLP?

 

A Limited Liability Partnership is ideal for businesses that want flexibility of a partnership with the protection of limited liability, without the heavier compliance of a company. An LLP is best when you do not need venture capital or complex shareholding structures but still want a registered, credible entity.

  • Consultants, professionals (CA, CS, lawyers, architects, IT freelancers) who want to work together under one registered firm.

  • Small and medium businesses looking for low compliance and cost‑effective registration.

  • Family‑run firms and traditional partnerships wanting liability protection without moving to a full company model.

  • Startups that don’t immediately need equity investors or ESOPs but want a registered entity for clients, banks and tenders.

  • Joint ventures between two or more businesses where partners want clear rights and limited liability.

Features of Limited Liability Partnership (LLP)

Here are the key features of a Limited Liability Partnership (LLP) in India, including its separate legal status, limited liability protection and flexible management structure.

 

  • Separate Legal Entity

An LLP is a separate entity from the partners. This implies that:

  1. It can enter into contracts, own property, and open bank accounts in its own name.

  2. Legal disputes, financial transactions, and business agreements are all conducted by the LLP not by partners personally.

  • Limited Liability Protection
  1. The hallmark of LLPs is limited liability. Partners are responsible only up to the amount they agreed to contribute to the LLP. Their personal assets remain protected unless there is fraud or wrongful conduct.
  • Perpetual Succession
  1. An LLP continues to exist even if partners retire, die, or change. The LLP doesn’t dissolve automatically because of partner changes this ensures long‑term business continuity.
  • Flexible Management Structure
  1. Partners decide among themselves how to run the business. There is no rigid board of directors or formal resolutions like companies, giving LLPs a very flexible governance model.
  • No Minimum Capital Requirement
  1. Unlike private or public companies, LLPs do not need a minimum capital to start. You can begin with any investment amount even a nominal contribution is allowed.
  • Modern Online Filing and Compliance

The MCA’s online portal (MCA V3) now supports:

  1. Digital PAN/TAN issuance with incorporation

  2. Fully web‑based filing of all LLP forms

  3. Faster name approvals with RUN‑LLP system

  4. Electronic stamping and signature of LLP Agreements

  5. Mandatory disclosure of beneficial owners for transparency

  6. AI‑based compliance checks for filings

All these streamline the process and make it more efficient.

Advantages of Limited Liability Partnership

These are the main advantages of LLP in India, such as low compliance, tax efficiency and protection of partners’ personal assets compared to a normal partnership firm.

 

  • Protection of Personal Assets : Since LLPs provide limited liability, partners’ personal belongings are generally safe from business risks. Only contributions to the business can be used to pay debts or losses.
  • Low Compliance Burden : Compared to companies, LLPs have fewer yearly legal formalities. They need only two major annual filings Form 11 and Form 8 making it easier for small businesses without large legal teams.
  • Cost‑Effective to Start and Maintain : LLP registration and compliance costs are typically much lower than private limited companies. Lower government fees and minimal paperwork make it ideal for new ventures.
  • Trust & Credibility : The LLP can be considered as an acknowledged business form. This instills confidence in the customers, banks, suppliers, and service providers necessary for business development.
  • Tax Efficiency : LLPs are taxed at a flat rate and do not pay dividend distribution tax (DDT). Profits are taxed once at the LLP level, and there’s no additional tax on profit share received by partners.
  • Startup & MSME Friendly : Having eased norms of small LLPs regarding contributions of up to ₹25 lakhs & turnover of up to ₹40 lakhs, the burden of audits & fees in the startup phase remains low.

Disadvantages of Limited Liability Partnership

Before choosing LLP registration, it is important to understand the disadvantages of LLP in India, especially for businesses that plan to raise large equity funding or convert into a company later.

 

  • Difficulty in Raising Large Capital : LLPs cannot issue shares, which makes it harder to attract venture capital or equity funding. Investors generally prefer company structures for equity ownership.
  • Limited Recognition for Big Enterprises : Large corporations may still lean towards private limited company or public limited company structures due to perceived stability and investor appeal.
  • Penalty for Non‑Compliance : LLPs must file annual compliance forms on time missing deadlines can attract penalties (e.g., ₹100 per day) and even disqualification of partners.
  • Transfer of Ownership Can Be Complex : Unlike shares in a company, transferring partnership interests often requires consent from existing partners and formal documentation, which can slow down exits or succession planning.
  • Personal Liability in Case of Fraud : Limited liability covers most normal business risks, but partners may still be personally liable if there are proven cases of fraud, negligence, or wrongful conduct. 

Limited Liability Partnership Registration Process

This section explains the LLP registration process step by step, from applying for DSC and DPIN to RUN‑LLP name reservation, FiLLiP filing and LLP Agreement submission on the MCA portal.

 

  1. All partners must obtain DSC for signing documents online.
  • Step 2 - Application for Designated Partner Identification Number (DPIN)
  1. Each partner needs a unique identification number issued by MCA.
  • Step 3 — Reserve LLP Name (RUN‑LLP)
  1. Choose a unique business name and reserve it through RUN‑LLP with MCA. Instant online approvals reduce delays. 
  • Step 4 — File Incorporation Forms Online
  1. Submit incorporation details — partners, capital contributions, and registered office — via the MCA V3 portal.
  • Step 5 — Digitally Sign and E‑Stamp the LLP Agreement
  1. The LLP Agreement defines management roles, profit sharing, and partner duties. It must be digitally signed and e‑stamped.
  1. Once approved, MCA issues the LLP’s incorporation certificate. PAN and TAN are usually allotted automatically with it.

Documents Required for LLP Registration

Below is a checklist of documents required for LLP registration, including KYC documents of partners and proof of the registered office address.

 

  • PAN Card or Passport for all partners

  • Aadhar Card or other identity proofs

  • Passport‑size photographs of partners

  • Address proof for partners

  • Evidence of registered office (utility bill / rent agreement / NOC)

  • LLP Agreement signed and e‑stamped

All documents must be uploaded digitally on the MCA portal.

Limited Liability Partnership Forms

Form name

Purpose of the form

FiLLiP

Form for incorporation of LLP

RUN LLP

Form for reservation of name of the LLP

Form 3

Information about LLP agreement

Form 8

Statement of Account and Solvency

Form 11

Annual Return of Limited Liability Partnership (LLP)

Form 24

Application to the Registrar of Companies for striking off name of the LLP

Checklist for LLP Registration

  • Minimum of two partners.

  • DSC for all designated partners.

  • DPIN for all designated partners.

  • A distinctive name must exist for the LLP structured business and should differentiate itself from current LLP format and trademark usage.

  • Capital contribution by LLP partners.

  • LLP Agreement between the partners.

  • Proof of registered office of the LLP.

Annual Compliance

After LLP registration, you must follow annual compliance for LLP in India, including filing Form 11, Form 8, and income tax return within the due dates.

 

  • Form 11 (Annual Return) : Due by 30th May of each year.

  • Form 8 (Statement of Accounts & Solvency) : To be submitted by 30th October of every year.

  • Income Tax Return (ITR-5): Required annually.

  • Audit (if applicable) : Required if turnover > ₹40 lakh or contribution > ₹25 lakh.

If filings are missed, penalties apply and the LLP may face legal issues.

Why Choose Instabiz Filings

Here’s why Instabiz Filings is the best partner for your LLP journey:

 

  • Up‑to‑Date Legal Compliance : We ensure you follow all current MCA and tax rules.

  • Fastest Name Approval & Online Registration : We handle RUN‑LLP, digital signatures, e‑stamping, and MCA filings end‑to‑end.

  • Expert Support & Annual Compliance Assistance : Not just registration we support you with yearly filing reminders, audit support, and government reporting.

  • Transparent Costs, No Hidden Fees : Clear pricing plus value‑added services to save money.

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FAQs

Annual compliances for LLP in India generally include filing Form 11 (Annual Return), Form 8 (Statement of Accounts and Solvency), maintaining proper books of accounts, and filing income tax return (ITR‑5), with audit required above specified thresholds.

In a traditional partnership firm partners have unlimited personal liability, whereas in an LLP partners enjoy limited liability, separate legal entity status, and the LLP can own property and sue or be sued in its own name.

GST registration is not automatically mandatory for every LLP; it becomes compulsory when the LLP crosses the prescribed turnover threshold or engages in interstate supply, e‑commerce sales or other activities covered under GST law.

Documents required for LLP registration include PAN and ID proof of partners, address proof and recent utility bill for the registered office, passport‑size photographs, DPIN/DSC details, and the LLP Agreement.

LLP registration usually takes around 7–10 working days after you submit complete documents, subject to name approval, processing of RUN‑LLP, FiLLiP and timely approval by the Registrar.

The cost of LLP registration depends on authorised contribution and state stamp duty, but for a basic LLP with two partners the total cost typically starts from around ₹8,999 plus applicable government fees and stamp duty.

Disadvantages of LLP include limited flexibility to raise equity funding like a company, perception issues with some investors, restrictions on converting into certain structures, and mandatory compliances even if there is no business activity.

Key advantages of LLP in India include limited liability of partners, separate legal entity status, no minimum capital requirement, lower cost of formation, and relatively less compliance compared to a private limited company.

To register an LLP in India you need at least two partners and at least two designated partners, with at least one designated partner being a resident of India; there is no maximum limit on the number of partners.

A Limited Liability Partnership (LLP) is a separate legal entity registered under the LLP Act, 2008 that combines features of a partnership and a company, where partners have limited liability to the extent of their agreed contribution.

Yes, an NRI or foreign national can become a partner in an Indian LLP subject to FDI and sectoral regulations, provided at least one designated partner is a resident of India and foreign KYC documents are duly notarised/apostilled.

In most cases LLP registration is completely online, and partners do not need to visit any government office because RUN‑LLP, FiLLiP, DPIN and agreement filing are done through the MCA portal using digital signatures.

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