Limited Liability Partnership (LLP) Registration

A Limited Liability Partnership (LLP) is a unique form of business entity that combines the benefits of a partnership and a company structure. It is governed by the Limited Liability Partnership Act, 2008 in India.

LLPs offer the operational flexibility of a traditional partnership while providing the limited liability protection of a private limited company. This means that the personal assets of partners are protected, and their liability is limited to the amount they invest in the business.

Key Features of a Limited Liability Partnership (LLP)

A Limited Liability Partnership (LLP) offers the advantages of both a traditional partnership and a private limited company, making it a popular choice for businesses and professionals.

 1. Separate Legal Entity

An LLP is a body corporate and exists independently of its partners. It can own assets, enter into contracts, and sue or be sued in its own name.

 2. Limited Liability

Each partner's liability is limited to their agreed contribution in the LLP. Partners are not personally liable for the business's debts or liabilities.

 3. Minimum Two Partners

An LLP must have at least two designated partners, and there is no upper limit on the number of partners.

 4. No Minimum Capital Requirement

There is no minimum capital requirement for forming an LLP. Capital contribution can be in any form — cash, property, or services.

 5. Flexible Agreement

The LLP Agreement defines the rights, duties, and obligations of partners, allowing customized internal management.

 6. Perpetual Succession

The LLP continues to exist even if partners change. Death, retirement, or insolvency of a partner does not affect the continuity of the LLP.

 7. Low Compliance Burden

Compared to a private limited company, an LLP has fewer regulatory filings and simplified annual compliance requirements.

 8. Tax Benefits

LLPs are taxed at a flat rate (currently 30%) and are not subject to dividend distribution tax (DDT) like companies.

 9. Easy to Form and Operate

The registration process is online, and operational procedures are less complex than other corporate structures.

 10. Audit Exemption

LLPs are not required to get their accounts audited if the annual turnover is less than ₹40 lakhs and contribution is less than ₹25 lakhs.

Advantages of a Limited Liability Partnership (LLP)

A Limited Liability Partnership (LLP) offers a range of benefits, making it a preferred business structure for startups, professionals, and growing businesses.

 1. Limited Liability Protection

Partners are liable only to the extent of their agreed capital contribution. Personal assets are protected in case the LLP faces legal or financial issues.

 2. Separate Legal Entity

An LLP is a distinct legal identity, separate from its partners. It can own property, incur debts, and enter into contracts independently.

 3. No Minimum Capital Requirement

There’s no mandatory minimum capital to start an LLP. This allows even small entrepreneurs to register and operate an LLP easily.

 4. Low Cost of Formation and Maintenance

The cost of incorporating and maintaining an LLP is much lower than that of a private limited company. Annual compliance is also simpler and less expensive.

 5. Flexible Internal Structure

The LLP Agreement governs roles and responsibilities, allowing partners to customize profit sharing and management terms based on mutual understanding.

 6. Perpetual Succession

The LLP continues to exist regardless of changes in partnership (death, insolvency, or resignation of partners), ensuring business continuity.

 7. No Audit Requirement for Small LLPs

LLPs with turnover below ₹40 lakhs and contribution under ₹25 lakhs are exempt from mandatory audit, reducing compliance costs.

 8. Suitable for Professionals and Startups

LLPs are ideal for professionals (e.g., lawyers, architects, consultants) and startups looking for flexibility and protection without heavy compliance.

 9. No Dividend Distribution Tax (DDT)

Unlike companies, LLPs are not required to pay DDT, which makes profit distribution to partners more tax-efficient.

 10. Easy to Wind Up or Exit

Winding up an LLP is a simplified legal process, especially when compared to private or public limited companies.

Disadvantages of a Limited Liability Partnership (LLP)

While LLPs offer many advantages, they also come with certain limitations that should be considered before choosing this business structure.

 1. Restricted Fundraising Options

• LLPs cannot raise equity capital from venture capitalists or angel investors.

• They cannot issue shares, which limits their ability to attract large-scale investors.

 2. Tax Benefits Are Limited

• LLPs are not eligible for certain tax deductions and exemptions available to companies (like startups registered under DPIIT).

• They are taxed at a flat rate (currently 30%), which can be higher than the corporate tax rate for small companies.

 3. Limited Recognition Abroad

• In many countries, LLPs are not recognized as a company structure, which can create issues in global partnerships or business expansion.

 4. Compliance Is Still Required

• Although simpler than companies, LLPs must still file:

  • Annual Returns (Form 11)

  • Statement of Accounts & Solvency (Form 8)

  • Income Tax Return

• Non-compliance results in heavy penalties (₹100 per day, no upper cap).

 5. Partner’s Privacy Not Fully Protected

• Names and details of all partners are available in the public domain via the MCA portal, unlike private limited companies where shareholder privacy is better maintained.

 6. Conversion Restrictions

• Converting an LLP into a private or public company is not straightforward and requires complex legal procedures and approvals.

 7. Lack of Professional Image (Compared to Pvt Ltd)

• LLPs are often perceived as less credible than private limited companies, especially when dealing with large clients, institutions, or government tenders.

 8. Profit Sharing Can’t Be Deferred Like Salaries

• Profits must be distributed as per the LLP Agreement, unlike salaries that can be deferred in a company structure during cash-flow crunches.

Documents Required for LLP Registration in India

To register a Limited Liability Partnership (LLP) under the LLP Act, 2008, the following documents must be submitted to the Ministry of Corporate Affairs (MCA):

 1. Documents of Partners

 Identity Proof (any one):

• PAN Card (mandatory for Indian partners)

• Passport (for foreign nationals)

Address Proof (any one):

• Aadhaar Card

• Voter ID

• Passport

• Driving License

• Utility Bill or Bank Statement (not older than 2 months)

•  Passport-size Photographs

• Recent colored photos of all partners

 2. Proof of Registered Office Address

If Rented:

• Rent Agreement in the name of the LLP

• NOC (No Objection Certificate) from the property owner

• Utility Bill (electricity/water/gas) – not older than 2 months

If Owned:

• Property ownership documents

• Utility Bill in the name of the owner or LLP

 3. Digital Signature Certificate (DSC)

• DSC is required for all designated partners to digitally sign forms and documents during the incorporation process.

 4. Designated Partner Identification Number (DPIN/DIN)

• Can be obtained during the incorporation process by filing the Form FiLLiP (application for incorporation).

 5. LLP Agreement

• This is a mutual agreement between partners outlining roles, responsibilities, and profit-sharing.

• Must be executed on stamp paper (value depends on the state) and filed within 30 days of incorporation.

 6. Consent and Declaration Forms

• Form 9: Consent of partners to act as designated partners

• Subscriber Sheet: Signed by all partners confirming intention to subscribe to the LLP

How to Register a Limited Liability Partnership (LLP) in India

Registering an LLP is a completely online process governed by the Ministry of Corporate Affairs (MCA) under the LLP Act, 2008. Here's how you can do it in a few structured steps:

 Step 1: Obtain Digital Signature Certificates (DSC)

• All proposed partners must obtain a Class 3 DSC to sign the incorporation documents electronically.

• DSC is issued by government-approved certifying authorities.

 Step 2: Apply for Director Identification Number (DIN)

• DIN/DPIN (Designated Partner Identification Number) is required for all designated partners.

• DIN can be applied along with the incorporation form (Form FiLLiP).

 Step 3: Reserve LLP Name (Optional or within FiLLiP)

• Use the RUN-LLP (Reserve Unique Name) service on the MCA portal to apply for name approval.

• Names must follow MCA guidelines and not resemble existing companies or trademarks.

 Step 4: File Form FiLLiP (Incorporation Application)

• FiLLiP (Form for incorporation of LLP) includes:

  • Partner details

  • Proposed name

  • Registered office address

  • Subscription and consent forms

  • Required documents

 Step 5: Submit Proof of Registered Office

• Submit rent agreement, NOC, and utility bills if the premises are rented.

• For owned property, submit ownership proof and utility bill.

 Step 6: LLP Incorporation Certificate

• Once approved by the Registrar of Companies (RoC), you will receive the Certificate of Incorporation with the LLPIN (LLP Identification Number).

 Step 7: Execute and File LLP Agreement

• Draft and execute the LLP Agreement between all partners on the appropriate stamp paper.

• File the agreement online through Form 3 within 30 days of incorporation.

​​​​​​​Why Choose YKG GLOBAL for LLP Registration?

At YKG GLOBAL, we simplify the complexities of business formation, offering hassle-free and compliant LLP registration services tailored to entrepreneurs, professionals, and business owners across India and globally.

 1. 40+ Years of Trusted Experience

With a legacy dating back to 1981, YKG GLOBAL has guided thousands of businesses through smooth legal registrations and regulatory setups.

 2. End-to-End Legal Assistance

From obtaining DSC and DIN to drafting the LLP agreement and filing with the MCA, our experts handle the entire process — so you can focus on building your business.

 3. Personalized Advisory

We go beyond paperwork. Our consultants provide strategic structuring advice to ensure your LLP is set up for compliance, scalability, and tax efficiency.

 4. Fast & Transparent Process

We promise speed, accuracy, and transparency at every stage. No hidden charges, no delays — just clear communication and quick execution.

 5. Global Reach, Local Expertise

With clients in over 20 countries, including UAE, Singapore, Canada, and Germany, we understand both local and international compliance frameworks.

 6. Post-Incorporation Support

LLP Agreement filing, PAN/TAN application, GST registration, annual compliance — everything is handled under one roof, even after incorporation.

 7. Dedicated Support Team

Our responsive support team is available via phone, email, and chat — ensuring real-time updates and peace of mind throughout the process.