Limited Liability Partnership

Limited Liability Partnership

LLP Registration in India:
Complete Guide for 2025 – Process, Benefits, and Documents
Looking for a flexible and legally strong business structure with limited liability and fewer compliances? Then LLP (Limited Liability Partnership) is the right choice for you.
In this article, you’ll learn everything you need to know about LLP registration in India in 2025, including the process, documents required, benefits, and key compliance rules.

📘 What Is an LLP?
An LLP (Limited Liability Partnership) is a hybrid business structure that combines the benefits of a partnership with the limited liability protection of a company.
It is governed by the Limited Liability Partnership Act, 2008, and is ideal for:
•    Startups
•    Consultants
•    Freelancers
•    Professional service providers
•    Small businesses looking to scale

 🔍 Step-by-Step Process to Register LLP in India (2025)

Step 1: Apply for Digital Signature Certificate (DSC)
Each partner needs a Class 3 DSC to sign documents digitally.

Step 2: Apply for LLP Name Reservation (RUN-LLP)
Choose a unique name via the RUN-LLP portal on MCA.
💡 Tip: Check availability on MCA and trademark databases.

Step 3: File Incorporation Documents (FiLLiP)
Fill out the FiLLiP form (Form for incorporation of LLP) with:
•    Partner details
•    Business address
•    Capital contribution details
Attach necessary documents and pay government fees online.

Step 4: Draft and File LLP Agreement
Within 30 days of incorporation, file the LLP Agreement using Form 3.
This agreement defines:
•    Profit-sharing ratio
•    Roles and responsibilities
•    Rights and duties
•    Admission and resignation rules

Step 5: Obtain Certificate of Incorporation
Once approved, you’ll receive:
•    COI (Certificate of Incorporation)
•    LLP Identification Number (LLPIN)
•    PAN and TAN (automatically allotted by the system)
🕐 Timeline: Usually 10–14 working days

Limited Liability Partnership

 FAQs Related to LLP Registration in India

 Most Commonly Asked Questions – Updated for 2025
Thinking of starting your business as an LLP in India? You're not alone. Limited Liability Partnership (LLP) is one of the most preferred legal structures for professionals, startups, and service providers.
If you're new to the process, you probably have a few questions in mind. Here’s a curated list of FAQs related to LLP registration in India, tailored for 2025 with the latest legal and compliance updates.

❓1. What is an LLP?
An LLP (Limited Liability Partnership) is a hybrid business structure that blends the flexibility of a partnership with the legal protection of limited liability. It has a separate legal identity from its partners and is governed by the LLP Act, 2008.

❓2. Is it mandatory to register an LLP?
✅ Yes.
LLPs must be registered with the Ministry of Corporate Affairs (MCA) through an online process. It is a legally recognized structure, and unregistered LLPs cannot operate in India.

❓3. How many people are required to form an LLP?
•    Minimum: 2 Designated Partners
•    Maximum: No upper limit
At least one partner must be an Indian resident.

❓4. What is the minimum capital required to register an LLP?
There is no minimum capital requirement to register an LLP. You can even start with ₹1 as capital. However, stamp duty on the LLP Agreement may vary based on the capital contribution.

❓5. Can an LLP have foreign partners?
✅ Yes.
Foreign nationals or NRIs can become partners in an LLP, subject to FDI regulations. However, one of the designated partners must be a resident Indian.

❓6. Can an existing partnership firm be converted into an LLP?
Yes. 
A traditional partnership firm can be converted into an LLP by filing relevant forms (Form 17 & Form 2) under the LLP Act, 2008. The existing assets and liabilities are transferred to the LLP.

❓7. How long does LLP registration take?
🕒 On average, LLP registration takes 10–14 working days, provided all documents are correct and filed promptly.

❓8. What is DPIN?
DPIN (Designated Partner Identification Number) is a unique ID allotted to every designated partner in an LLP. It is issued automatically when filing the FiLLiP form during incorporation.

❓9. What is the difference between a Partner and a Designated Partner?

At least 2 designated partners are mandatory.

❓10. Is it mandatory to file an LLP Agreement?
✅ Yes.
The LLP Agreement must be filed within 30 days of incorporation using Form 3. Failure to do so attracts heavy penalties.

❓11. Is an audit mandatory for LLPs?
Audit is not mandatory unless:
•    Annual turnover > ₹40 lakh
•    Capital contribution > ₹25 lakh
If either threshold is crossed, a statutory audit by a Chartered Accountant is required.

❓12. What are the annual compliances for an LLP?

Non-compliance attracts a penalty of ₹100 per day, with no upper limit.

❓13. Can LLPs be converted to Private Limited Companies?
As of now, direct conversion from LLP to Pvt Ltd is not allowed under Indian law. You’ll need to close the LLP and incorporate a new company, transferring assets and liabilities accordingly.

❓14. Can LLPs get Startup India recognition?
✅ Yes.
An LLP engaged in innovation, product development, or technology-based services can apply for Startup India DPIIT recognition and avail of tax exemptions, funding benefits, and relaxed compliance norms.

❓15. Is GST registration mandatory for LLP?
Only if:
•    Turnover exceeds ₹40 lakh (goods) or ₹20 lakh (services)
•    You engage in interstate supply
•    You want to claim input tax credit (ITC)
Otherwise, GST registration is optional.

❓16. Can a salaried person become a partner in an LLP?
✅ Yes.
A salaried individual can become a partner in an LLP unless their employment agreement restricts them from engaging in other business activities. It's advisable to check your employment contract or consult HR/legal before joining as a partner.

❓17. Can an LLP operate from a residential address?
✅ Yes.
LLPs are allowed to use a residential property as the registered office, provided they obtain a No Objection Certificate (NOC) from the owner and submit valid address proof like an electricity or gas bill.

❓18. Can a minor become a partner in an LLP?
❌ No.
A minor cannot be a partner or designated partner in an LLP as per the LLP Act, 2008. All partners must be competent to contract under the Indian Contract Act, 1872.

❓19. Can an LLP have directors like a private company?
❌ No.
LLPs do not have directors or shareholders. Instead, they have partners and designated partners who manage the business. There is no concept of a board of directors in an LLP.

❓20. Is it mandatory to appoint a company secretary or auditor for an LLP?
•    Company Secretary: ❌ Not mandatory for LLPs.
•    Auditor: ✅ Mandatory only if turnover exceeds ₹40 lakh or capital contribution exceeds ₹25 lakh.

❓21. Can an LLP own property or open a bank account?
✅ Yes.
Since LLPs are separate legal entities, they can:
•    Own assets (land, equipment, IP, etc.) in their name
•    Open bank accounts
•    Enter into contracts and agreements

❓22. Can I start an LLP alone (with one person)?
❌ No.
An LLP requires at least two partners to be legally registered. If one partner exits, the remaining partner must find a replacement within 6 months or the LLP may be dissolved.

❓23. Can an LLP be registered for any type of business?
✅ Mostly yes, except for:
•    Banking, insurance, or finance businesses
These are regulated sectors that cannot operate under an LLP structure. All other legal businesses—consulting, trading, tech, marketing—can register as LLPs.

❓24. Can profits be distributed unequally among partners?
✅ Yes.
An LLP allows flexible profit-sharing. The ratio doesn't have to match the capital contribution. Profit and loss sharing must be clearly defined in the LLP Agreement.

❓25. Can an LLP be closed or shut down?
✅ Yes.
If the LLP is not active, it can be:
•    Voluntarily closed through Form 24
•    Struck off by the MCA if it fails to file mandatory returns
•    Dissolved through Insolvency or Tribunal (in case of disputes or debts)
🕒 It’s always recommended to officially close an LLP if it's non-operational to avoid non-compliance penalties.

Limited Liability Partnership