Limited liability partnership registration

A limited liability partnership is a separate legal entity registered with the Registrar under the LLP Act, 2008. Company Suggestion files the incorporation, the LLP agreement and the first certificate.

What is a limited liability partnership?

Partners own an LLP and run it under an LLP agreement.

The LLP Act, 2008 requires at least two partners and at least two designated partners. At least one designated partner must be resident in India.

The Act sets no maximum number of partners and no minimum contribution. A partner’s liability stops at the contribution agreed in the LLP agreement.

An LLP has no share capital. It cannot issue shares.

If the number of partners falls below two and the LLP carries on for more than six months, the remaining partner is personally liable for obligations incurred in that period.

For assessment year 2026-27 an LLP pays income tax at 30% as a firm, plus 4% cess. Surcharge is 12% when net income exceeds ₹1 crore.

Who should register an LLP?

Three plans fit an LLP:

Two or more owners who will fund the business themselves.
A professional practice that will not issue shares.
Partners who want limited liability and fewer annual ROC forms than a company.

A plan that needs shares or employee share options belongs in a private limited company. The comparison of a private limited company and an LLP sets the difference out.

Which documents does LLP registration need?

LLP registration uses two sets of documents.

For each partner

PAN
Aadhaar, passport, voter ID or driving licence
A passport-size photograph
A bank statement or utility bill, not older than two months
Consent to act as a partner or designated partner

For the registered office

The rent agreement, or proof of ownership
An electricity or telephone bill, not older than two months
A no-objection certificate from the property owner

What are the LLP registration steps?

Company Suggestion files an LLP in five steps.

Each designated partner gets a digital signature.
FiLLiP reserves the name and files the incorporation with the Ministry of Corporate Affairs.
The partners sign the LLP agreement.
Form 3 files that agreement with the Registrar within 30 days of incorporation.
The LLP opens a bank account in its own name after the certificate of incorporation.

Every year the LLP files Form 11 by 30 May and Form 8 by 30 October.

Frequently asked questions

4 questions cover the rules that decide this registration.

How many partners does an LLP need?

An LLP needs at least two partners and two designated partners. The LLP Act, 2008 sets no maximum. At least one designated partner must be resident in India.

Can an LLP issue shares?

No. An LLP has partners and an agreed contribution. It cannot issue shares.

When does an LLP need a statutory audit?

The LLP Rules, 2009 require a statutory audit when turnover exceeds ₹40 lakh or contribution exceeds ₹25 lakh.

Which annual forms does an LLP file?

An LLP files Form 11, the annual return, within 60 days of the financial year end. It files Form 8, the statement of account and solvency, by 30 October.