Limited Liability Partnership (LLP) Company Registration

Limited Liability Partnership (LLP) company is a business structure that combines elements of both a partnership company and a corporation. It provides the benefit of limited liability to its partners while allowing them the flexibility to manage the business as in a traditional partnership.

Process of LLP Registration:
1. Name Reservation:
• For name reservation, you need to check the availability of your chosen name for the LLP. This can be done by checking the name against existing LLPs and other business entities in India.
• Next, you need to submit the proposed name to the appropriate authority (e.g., the Registrar of Companies in India) for approval.
2. Digital Signature Certificates (DSC):
• You need to obtain Digital Signature Certificates (DSC) for all the designated partners of the LLP. DSCs are necessary for online filings.
3. Designated Partners Identification Number (DPIN):
• Apply for a Designated Partners Identification Number (DPIN) for each of the designated partner.
4. Incorporation Documents:
The documents that are required to be prepared and filed for incorporation includes:
• LLP Agreement: This agreement is crucial as it highlights the rights and duties of the partners and the operations of the LLP.
• Form of Incorporation: Form of incorporation consists of forms such as Form 2 (for incorporation) and Form 3 (for the LLP agreement).
5. Certificate of Incorporation:
• Once the application is submitted and approved, the LLP will receive a Certificate of Incorporation from the authority.
6. LLP Agreement:
• The LLP agreement must be filed with the registrar within a specified period (e.g., 30 days) from the date of incorporation.
• This agreement outlines the mutual rights and obligations of the partners and the management structure of the LLP.
7. Compliance Requirements:
• Once the LLP is incorporated, it must comply with regular filing requirements such as annual returns, financial statements, and income tax filings as specified by the Ministry of Corporate Affairs (MCA).
8. PAN and Other Registrations:
• You need to apply for a Permanent Account Number (PAN) for your company and any other relevant registrations such as Goods and Services Tax (GST) if applicable.
9. Bank Account:
• You have to open a bank account in the name of the LLP.

Documents Required for LLP Registration:
While registering a Limited Liability Partnership (LLP), you will need to provide various documents for incorporation depending on your jurisdiction.
Here is the list of documents that are mandatorily required for LLP registration.
1. Identity and Address Proof of Designated Partners:
• Identity Proof: Passport, driver's license, or other government-issued ID.
• Address Proof: Utility bill (electricity, water, gas), bank statement, or lease agreement.
2. Digital Signature Certificate (DSC):
• Obtain a DSC for each designated partner. This is used for online filings and digital signing of documents.
3. Designated Partner Identification Number (DPIN):
• Apply for a DPIN for each designated partner, if not already held.
4. Proof of Address of the Registered Office:
You need to provide proof of the registered office of the LLP. This includes:
• Utility bill
• Rent agreement
• Property ownership document.
5. NOC from Property Owner:
• If the registered office is rented, a No Objection Certificate (NOC) from the property owner is required.
6. Proposed Name Approval:
• Submit the proposed name for the LLP and receive approval from the appropriate authority.
7. Incorporation Documents:
• Form of Incorporation: Forms such as Form 2 in India is required for the process, which includes details of the LLP's name, address, business purpose, designated partners, etc.
• LLP Agreement: The agreement outlines the management and operations of the LLP and the rights and responsibilities of the partners.
8. Statement of Consent and Declaration:
• A declaration by the designated partners stating that they meet the legal requirements and that all information provided is accurate.
9. Other Legal Documents:
• On certain special circumstances, additional forms and legal documents may be required for incorporation, such as affidavits and declarations.
10. Additional Forms (if necessary):
• Forms related to Goods and Services Tax (GST) registration or Permanent Account Number (PAN) application may be required depending on the business activities of the LLP.
11. Bank Account Details:
• Once the LLP is incorporated, you need to open a bank account and provide account details.

Post-registration Compliance for LLP:
After registering a Limited Liability Partnership (LLP), there are ongoing compliance requirements that must be met to maintain the legal status and good standing of the LLP.
Here are the post-registration compliance obligations for an LLP:
1. LLP Agreement Filing:
• The LLP agreement must be filed with the registrar within a specified period (e.g., 30 days) from the date of incorporation.
2. Annual Compliance Filings:
• Annual Return: File an annual return (e.g., Form 11 in India) with details of the LLP's partners, registered office, etc., typically once a year.
• Statement of Accounts & Solvency: File a statement of accounts and solvency (e.g., Form 8 in India) annually, providing details of the financial position and activities of the LLP.
3. Maintenance of Books and Records:
• You need to maintain proper books of account and records of the LLP's financial transactions, including records of income, expenses, assets, and liabilities.
4. Income Tax Returns:
• File income tax returns annually according to the local tax laws and regulations.
5. Changes in LLP:
• You need to report any changes in the LLP's structure, such as a change in the registered office, change in partners, or change in the LLP agreement, to the appropriate authority using the required forms.
6. Compliances with Other Statutory Laws:
• You must abide by the compliance norms along with other statutory laws such as labour laws, environmental laws, and industry-specific regulations.
7. Filing of Changes in Designated Partners:
• If there is any change in the designated partners of the LLP, such as addition, removal, or change in their details, file the appropriate forms with the registrar.
8. Meetings and Minutes:
• Hold meetings of the partners as specified in the LLP agreement and maintain minutes of the meetings.
9. Compliance with GST and Other Taxes:
• You need to register for and comply with GST and other applicable taxes. This includes regular filing of returns and payment of taxes.
10. Other Regulatory Filings:
• Depending on your jurisdiction and the nature of the LLP's business, there may be other regulatory filings and permits required.
11. Renewal of Licenses and Permits:
• Ensure timely renewal of any business licenses and permits required for the operations of the LLP.
12. Audit Requirements:
• In some jurisdictions, LLPs may be required to undergo an annual audit of their financial statements.
You need to comply with the registration and post-registration norms as highlighted by the MCA, failing which shall charge you penalties, fines, legal complications, and even dissolution of the LLP.

Published on: January 1, 1970, 12:00 am