Limited Liability Partnership (LLP)

Register a Limited Liability Partnership (LLP) under the LLP Act 2008 — DPIN procurement, DSC, name reservation, LLP Agreement drafting, FiLLiP filing, and Certificate of Incorporation in 7–10 days. From Rs.2,899.

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Overview

A Limited Liability Partnership (LLP) registered under the LLP Act 2008 offers the best of both worlds — limited liability protection for all partners combined with the operational flexibility and lower compliance burden of a partnership. It is registered with MCA and has a distinct legal identity, perpetual succession, and the ability to own property and enter contracts — without the stringent compliance requirements of a Private Limited Company. Ideal for professional firms, consultancies, and SMEs seeking limited liability without corporate complexity.

1 LLP vs. Private Limited Company

Feature LLP Private Limited Company
Minimum Members2 Designated Partners2 Directors + 2 Shareholders
LiabilityLimited for all partnersLimited for all shareholders
ManagementPartners manage directlyDirectors manage, shareholders own
Annual ComplianceForm 11 + Form 8AOC-4, MGT-7A, ADT-1, DIR-3 KYC
Tax Rate30% flat + surcharge22%/25% + surcharge + MAT
Equity FundingNot possiblePossible (ESOP, VC, PE)
Best ForProfessional firms, consultancies, SMEsStartups seeking investment

2 Documents Required for LLP Registration

  • PAN Card and Aadhaar / Passport of all designated partners
  • Designated Partner Identification Number (DPIN) for each partner — MFiling applies for DPIN if not already held
  • Digital Signature Certificate (DSC) Class 3 for each designated partner — required for MCA e-filings
  • Registered office proof — utility bill (not older than 2 months) + NOC from property owner
  • Proposed LLP name (3 options) and business objects
  • Draft LLP Agreement defining roles, profit-sharing, capital contribution, and management

3 LLP Registration Process — 7 Steps

  1. DPIN (Designated Partner Identification Number): Apply for DPIN for all designated partners — similar to DIN for company directors
  2. DSC (Digital Signature Certificate): Class 3 DSC for each designated partner — required for FiLLiP e-filing
  3. Name availability: Check LLP name on MCA portal — name must not be identical or similar to existing company or LLP names
  4. Draft LLP Agreement: Comprehensive agreement covering capital contribution, profit-sharing ratio, partner roles, resignation, and dissolution provisions
  5. File FiLLiP: Form for Incorporation of LLP with all required documents — filed on MCA portal using DSC
  6. MCA approval: Registrar of Companies reviews and approves the application
  7. Certificate of Incorporation: LLP Identification Number (LLPIN) and COI issued by MCA

4 LLP Annual Compliance Requirements

  • Form 11 (Annual Return): File by 30th May each year — details of partners, designated partners, and capital contribution
  • Form 8 (Statement of Accounts & Solvency): File by 30th October — audited financial statements (audit mandatory if turnover exceeds Rs.40 lakhs)
  • ITR-5: Annual income tax return (audit mandatory if turnover exceeds Rs.40 lakhs / Rs.1 crore in specified cases)
  • GST Returns: Monthly / quarterly filing if registered for GST
  • DPIN eKYC: Annual eKYC for all designated partners by 30th September
  • Penalty for non-filing Form 11 or Form 8: Rs.100 per day with NO upper cap — late filing becomes extremely expensive within months

5 Frequently Asked Questions

Q: Can a single person form an LLP?
No. An LLP requires a minimum of 2 designated partners. If you are a solo entrepreneur wanting limited liability, a One Person Company (OPC) is the appropriate structure. If you need a partner but want limited liability, an LLP is the right choice.

Q: Can an LLP convert to a Private Limited Company?
Yes. An LLP can be converted to a Private Limited Company under the Companies Act 2013 by filing Form URC-1 and following the prescribed conversion procedure. This is a common growth path for professional firms and consultancies that wish to raise equity funding or expand ownership. MFiling manages the complete conversion process.

Q: What is the penalty for not filing LLP annual returns?
The penalty for non-filing of Form 11 or Form 8 is Rs.100 per day per form — with no maximum cap. An LLP that misses both forms for 1 year accumulates Rs.73,000 in penalties (365 days × Rs.100 × 2 forms). MFiling's proactive compliance tracking ensures these filings are never missed.

Service Price
₹2,899
Starting price · GST extra
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