LLP Registration in India: Complete Guide for Process, Registration & Compliance

Thinking of starting a business that offers flexibility, limited liability, and legal recognition—but unsure of the right structure?

A Limited Liability Partnership (LLP) could be the perfect fit. It combines the operational freedom of a partnership with the legal protection of a corporate entity.

Since its introduction under the LLP Act, 2008, this model has gained popularity in India—especially among startups, consulting firms, freelancers, and professional practices like CA firms, legal agencies, and architectural consultancies.

An LLP is a separate legal entity, allowing it to own property, sign contracts, and sue in its own name. With no minimum capital requirement, it’s also ideal for starting small and scaling as you grow.

In this guide, we’ll walk you through the complete LLP incorporation process in India as per the latest 2025 regulations.

What is Limited Liability Partnership – A Brief Introduction 

The LLP was introduced by the LLP Act, 2008, and offers the advantages of both a limited company (private) and a partnership. An LLP provides its partners with Limited Liability protection while allowing flexibility in internal management based on mutual agreement.

Just like a Company, an LLP also has a separate legal entity; no one is bound to pay more than they have invested in the LLP. With the same time, unlike a private company, an LLP is easier to manage, includes fewer compliance requirements, and is ideal for service-based and small to medium-sized enterprises. 

A minimum of two partners is essential to incorporate an LLP. There are no restrictions on the maximum number of partners an LLP can have. Out of the two designated partners that are required, one must be a resident in India.

Why Choose an LLP for Your Business?

Choosing the right business structure is one of the most important decisions for any entrepreneur. Here are enthralling reasons why professionals opt for an LLP.

1. Limited liability 

One of the most significant advantages of forming an LLP is that the liability of each partner is limited to the extent of their agreed contribution towards the LLP. This means that in the event the business faces financial distress, lawsuits, or debts, the personal assets of the partners, such as their homes, vehicles, or personal savings, remain protected. Unlike in a traditional partnership, where partners have unlimited liability and can be held personally responsible for business obligations, an LLP offers a financial safeguard, ensuring that the risk is restricted to the capital invested in the business.

2. Separate legal entity

An LLP has a separate legal entity, distinct from its partners. It means that the LLP can own tangible and intangible assets, enter into contracts, borrow money, and sue or be sued in its name, completely independent of its partners. The continuity of an LLP is also unaffected by changes in its partners; it remains operational even if a partner leaves or a new one joins. This legal independence enhances the credibility and trustworthiness of the LLP in the eyes of clients, suppliers, and financial institutions.

3. No minimum capital contribution requirement

Unlike a private limited company or other business structures that mandate minimum capital contribution at the time of incorporation, an LLP can be formed with any capital amount as mutually agreed by the partners. An LLP can be incorporated without a minimum capital requirement. This flexibility makes it an attractive choice for startups, small businesses, and professional services firms that might want to begin operations with initial investments while retaining the benefits of a structured and legally recognized business form.

4. Lesser compliances 

An LLP allows for the benefits of simplicity and few regulations. Unlike companies, LLPs are not obligated to conduct mandatory board meetings, general meetings, or maintain elaborate records of meeting minutes. Annual compliance filings are also fewer and more straightforward. Key filings include the Annual Returns (Form 11) and Statement of Accounts & solvency (Form 8), both of which are comparatively easier and cost-effective to manage. The reduced regulatory burden means less administrative overhead, allowing business owners to focus more on operations and growth rather than extensive statutory formalities.

Disadvantages of LLP in India- What You Should Know Before Incorporation

Every business structure has its challenges—here are a few considerations to keep in mind before choosing an LLP.

1. Limited Fundraising Options

LLPs cannot raise equity from venture capitalists or angel investors, which is a major drawback for startups planning aggressive scaling.

2. Not Suitable for All Businesses

Certain regulated sectors, like banking, finance, insurance, or NBFCs, cannot be registered as LLPs.

3. Taxation Drawbacks

 LLPs are taxed at a flat rate of 30%, regardless of profit levels, and are not eligible for the 25% tax rate available to certain companies

4. Limited Recognition Outside India

While LLPs are recognized in India, they may not have the same legal weight internationally, especially when dealing with overseas clients or foreign investors.

5. Complicated Ownership Transfer

Transferring ownership in an LLP is not as easy or flexible as transferring shares in a Private limited company

6. Mandatory Filings & Penalties 

Although compliance is simpler, non-filing of Form-8 or 11 attracts a hefty penalty of INR100 per day, with no upper cap.

Types of Partners in LLP

LLPs recognize two categories of partners. Below, we’ve outlined their key responsibilities and eligibility requirements.

1. Designated Partners 

Designated partners are essentially the key managerial personnel of the LLP, responsible for ensuring compliance with all statutory obligations. Every LLP must have at least two Designated Partners, and at least one of them must be a resident in India (i.e., having stayed in India for at least 182 days during the financial year).

Key Responsibilities of Designated Partners

• Ensure that you observe deadlines for the FORM 11(Annual Return) and FORM 8
  (Statement of Accounts) to be submitted to the MCA.

• Oversee statutory and legal compliance under the LLP Act, Income Tax Act, and other applicable laws.

• Represent the LLP in legal matters and official dealings.

• Responsible for drafting, maintaining, and updating the LLP Agreement according to the law 

• Obtain and maintain Digital Signature certificates (DSC) for e-filing with the MCA.

• Ensure payment of applicable taxes and fees.

Accountable for penalties and legal actions in case of non-compliance or misrepresentation.

Eligibility:

• Can be an individual or a body corporate (through its nominee).

• Must consent to act as a designated partner by filling Form 9 at the time of incorporation.

2. Other (ordinary) Partners

These are regular business partners who contribute capital, share profits, and participate in the LLP's daily operations but do not bear the legal responsibility for regulatory filings and statutory compliance.

Key Characteristics of Other Partners:

• They participate in the business decisions as per the mutually agreed-upon LLP Agreement.

• They are not individually accountable to the MCA or regulatory authorities for filing returns or meeting statutory obligations.

• Limited liability to the capital invested.

• Rights, duties, and profit-sharing ratios are according to the terms of the LLP agreement.

Eligibility:

• Can be an individual or a body corporate (through a nominee).

• There is no cap on the maximum number of ordinary partners in an LLP.

• A DPIN/DIN is not required unless appointed as a Designated Partner.

Key Documents Required for LLP Registration

Having the required documents in order is the first step toward a hassle-free LLP registration. Below is a checklist of key documents you’ll need for both the partners and the registered office of the LLP.

1. Documents of Partners

• PAN Card (mandatory for Indian nationals)

• Aadhaar Card

• Passport (In case of foreign nationals)

• Address Proof (Voter ID, Driving License, Passport)

• Utility Bill (Latest mobile/telephone/electricity bill) 

• Passport-size photography

• Digital Signature Certificate (DSC)

2. Documents for registered office

• Ownership proof (electricity/ water bill, not older than 2 months)

• If leasing space, an NOC from the owner is necessary

• Rent agreement/lease deed (if applicable)

Point-by-Point Procedure to Incorporate an LLP in India

Setting up an LLP in India is easier than you think. Below is a simplified procedure to guide you through the process.

Step 1 – Obtain Digital Signature Certificate (DSC). 

Before incorporating, one must obtain the digital signature of the LLP's designated partners, as all documents related to the LLP must be submitted online.

Each designated partner must obtain a Class 3 DSC from the certifying Authorities, which is used to sign electronic documents.

Step 2 – Apply for DPIN application (Designated Partner Identification Number)

One must have a DPIN, a unique 8-digit number required for anyone who is going to be appointed as a Designated Partner in a Limited Liability Partnership. Before this new Update of MCA, one needs to file FORM DIR-3. 

Key Points to Remember when Applying for DPIN

• You can apply for a maximum of 2 DPINs via FiLLiP during LLP Incorporation.

• If more than 2 proposed designated partners do not have DINs, the remaining must obtain DINs separately using Form DIR-3 after the LLP is registered.

Step 3  --  LLP Name Reservation 

Apply name reservation by filling RUN-LLP on the MCA websites. You can propose two names. The Central Registration Centre reviews the application. 

The system will provide a list of similar names of existing companies /LLPs. This will help you choose names that are not similar to existing companies or LLPs.

To avoid rejection and save time, ensure your name is not identical or similar to any registered trademark or existing LLP/company. Always double-check on MCA's name availability and trademark database before applying.

Step 4  -- Filling of LLP Incorporation

 Another crucial step in the LLP registration process in India is FiLLiP, which stands for Form for Incorporation of Limited Liability Partnership. This is an integrated web-based form that is provided by the Ministry of Corporate Affairs (MCA)

It acts as a single-window application for all essential incorporation services of an LLP, including:

• Application of DPIN

• LLP Incorporation details

• Details of all partners and designated partners

• Registered office address of the LLP

This form used for incorporation must be filed with the Registrar who has jurisdiction over the state in which the registered office is situated.

Attachments Required with Form FiLLiP

 

Step 5  - LLP agreement filing Form 3 

The LLP Agreement must be filed using  FORM 3  within 30 days of incorporation with the Registrar.

Content included in the LLP Agreement 

• Name of the LLP

• Business objectives 

• Partner contribution and profit-sharing ratio

• Duties and Responsibilities 

• Decision-making process 

Note: PAN & TAN will be issued automatically with LLP incorporation.

Step 6 – Set up a Current Bank Account 

Once you have all the incorporation documents and PAN, proceed to open a bank account for your LLP. As soon as LLP bank account open, each partner of the LLP required to deposit share capital into LLP bank account in their agreed share capital as mentioned in LLP agreement. 

Post-Incorporation Compliance – Checklist 

Getting your LLP registered is just the first step. To keep it legally active and hassle-free, certain compliance obligations need to be met. Here’s a quick checklist to help you stay on track.

1. Maintain proper books of accounts

2. Filing of Annual Return: FORM 11 Every Year (Generally on or before 30th may every year) 

3. Statements of Accounts: File Form 8 (Generally on or before 30th oct every year)

4. Income tax return, which is mandatory for LLPs to file 

he applicant must pay a fee of Rs. 110 (Application fee Rs. 93 + 18% GST). If the PAN card is to be dispatched outside India, then additional charges of Rs. 1020 are applicable. - CBDT on the following   

End-to-End Timeline for Registration of LLP

Wondering how long it actually takes to register an LLP in India? Here’s a simplified timeline that walks you through each stage of the process.

 

Conclusion - Is LLP the Right Choice for You? 

Establishing an LLP in India is the ideal solution for entrepreneurs seeking flexibility while still Choosing a Limited Liability Partnership (LLP) can be a smart move for entrepreneurs who want the flexibility of a partnership with the added protection of limited liability. It’s a cost-effective structure that offers credibility, legal protection, and minimal compliance requirements—making it especially attractive for startups, professionals, and small businesses. However, before opting for this, you should thoroughly assess your business type, goals, and niche.

Can a Person Register an LLP without a CA and CS?

Yes. Thanks to the Indian government’s Ease of Doing Business initiative, any eligible individual can now register a Limited Liability Partnership (LLP) directly through the Ministry of Corporate Affairs (MCA) online portals—RUN LLP and FiLLiP. From obtaining a Digital Signature Certificate (DSC) to filing incorporation forms, the process is now paperless and far more streamlined.

However, while it is legally possible to complete the LLP registration on your own, the process involves multiple statutory forms, legal declarations, and strict compliance requirements. Even a minor error or missed step can lead to delays or outright rejection of your application.

This is where One-Startup steps in, We provide end-to-end LLP registration services designed for entrepreneurs and individuals who prefer expert handling without legal complications. 

We ensure your application is prepared correctly, submitted on time, and fully compliant with regulations. Our experts minimize the risk of errors, speed up approvals, and handle the legal formalities—so you don’t have to.

With One-Startup managing the registration, you can focus on building your business strategy while we take care of the compliance.

Contact us today to register your LLP hassle-free—with accuracy, speed, and complete peace of mind.

Bibliography

1. Ministry of Corporate Affairs (MCA), Government of India
   https://www.mca.gov.in
   Used for official procedure, forms (FiLLiP, Form 3, Form 11, Form 8), and compliance requirements for LLP registration.

2. Limited Liability Partnership Act, 2008
   https://www.indiacode.nic.in/
   Legislation under which LLPs are governed in India.

3. MCA Name Availability Check Tool
   https://www.mca.gov.in/mcafoportal/showCheckCompanyName.do
   Used for verifying the availability of LLP names.

4. Trademark Public Search - IP India
   https://ipindiaonline.gov.in/trademarkefiling/user/How-To-Register.aspx
   Ensures the name is not identical to a registered trademark.

5. UTI Infrastructure Technology and Services Limited (UTIITSL)
   https://www.utiitsl.com
   For application and information regarding PAN and TAN for LLPs.

6. Central Board of Direct Taxes (CBDT)
   https://www.incometax.gov.in
   Referenced for taxation policies and PAN/TAN fees structure.

7. Income Tax Act, 1961
   Provides tax obligations for LLPs in India.

8. MCA Fee & Stamp Duty Calculator
   https://www.mca.gov.in/mcafoportal/enquireFeePreLogin.do
   For computing stamp duty and filing fees based on the state and capital.

Digital Signature Certifying Authorities in India (Licensed by CCA)
https://www.cca.gov.in/
List of licensed authorities for obtaining DSC.