LLP registration in India: process, fees and what follows

An LLP gives partners limited liability and a separate legal identity without the audit-from-day-one, board-meeting and share-capital machinery of a company. It suits professional practices, agencies, consultancies and trading businesses that will grow from their own cash and never issue equity to investors. It does not suit anything that will raise venture capital, grant ESOPs or be sold to a company: those need shares. The trade-offs are compared in private limited vs LLP vs OPC.

• Two designated partners at least, both individuals, at least one resident in India for 120 days or more in the financial year. Partners may be individuals or bodies corporate; designated partners handle compliance and carry the penalties.
• Digital signatures for every designated partner; see our DSC guide.
• Identity and address proof: PAN and Aadhaar, passport for foreign nationals, and a bank statement or utility bill not older than two months, plus a photograph, for each partner.
• Registered office: utility bill not older than two months and the ownership document or a rent agreement with a no-objection letter.
• Name, business activity and contribution: two name options, the objects, the capital contribution of each partner in money or in kind, and the profit-sharing ratio.

Step 1: name in RUN-LLP. Two names in order of preference, checked against existing companies, LLPs and trade marks. Fee ₹200. One resubmission is allowed and an approved name is reserved for 90 days.

Step 2: incorporation in FiLLiP. The single incorporation form: partner details, the application for designated partner identification numbers for those who lack one, the registered office, the contribution and the objects. Subscriber sheets and consents are attached, a practising professional certifies the form, and PAN and TAN are allotted with the certificate. The fee depends on contribution:

Step 3: the LLP agreement in Form 3. Within 30 days of incorporation the partners execute the LLP agreement on stamp paper and file it. The filing fee is small, ₹50 to ₹200 by contribution; the stamp duty is the variable, set by the state where the LLP is registered and usually computed as a percentage of the contribution with a state minimum, from a few hundred rupees to several thousand. Miss the 30 days and an additional fee of ₹100 a day runs until the agreement is filed, and the default rules of the LLP Act govern the partners in the meantime.

Digital signatures in a day; name approval in two to four working days; FiLLiP approval in three to seven working days from a clean filing; the agreement drafted and filed within the 30-day window. From first contact to certificate, plan on ten to fifteen working days.

For an LLP with ₹1 lakh of contribution: ₹200 for the name, ₹500 for FiLLiP, about ₹50 for Form 3, the state’s stamp duty on the agreement, and two digital signatures at roughly ₹1,000 to ₹2,000 each. Professional fees on top: FilingBase charges from ₹1,499 including the DSCs, the agreement draft and all three filings, with government charges at actuals. A realistic all-in figure is ₹4,000 to ₹10,000 depending on the state.

Form 8 and Form 11 carry an additional fee of ₹100 a day when late, with no cap, which is how a dormant LLP accumulates a five-figure liability. Our LLP annual compliance plan covers both forms and the return for ₹2,499 a year.

The LLP pays tax on its profits at 30 percent, plus a 12 percent surcharge where income exceeds ₹1 crore, plus 4 percent cess; there is no concessional rate equivalent to the 22 percent companies can elect. Remuneration and interest paid to partners are deductible within the limits of section 40(b), which were raised from assessment year 2025-26: on the first ₹6 lakh of book profit, ₹3 lakh or 90 percent, whichever is higher, and 60 percent of the balance. The partners’ share of profit is exempt in their hands, and there is no dividend tax layer. Alternate minimum tax at 18.5 percent applies only where the LLP claims specified deductions.

For businesses that distribute most of their profits to working partners, the LLP is often the lower total tax; for businesses that retain profits to grow, the company’s 25.17 percent usually wins. Model it before choosing.

• A name too close to an existing company, LLP or trade mark, or containing a word that needs approval.
• Registered office proof in the wrong name or without the owner’s consent letter.
• A partner’s name spelt differently across PAN, Aadhaar and the form; the DPIN application validates against the PAN database.
• Contribution stated in the form that does not match the agreement, or an agreement stamped for the wrong value.
• Foreign partners whose documents are not apostilled or notarised as the rules require.

Forms are filed on the MCA portal. Our LLP registration service runs the three forms, drafts the agreement and diarises the first year’s filings.