LLP registration follows six steps: get DSCs for designated partners, reserve the name through RUN-LLP, file FiLLiP with partner, contribution and office details, respond to ROC queries, receive the Certificate of Incorporation with LLPIN, and file the stamped LLP agreement in Form 3 within 30 days of incorporation.
Step 1: Digital signatures for designated partners
Each designated partner signs electronically, so obtain a Class 3 DSC for each. Details on the DSC must match PAN and Aadhaar. If a partner does not yet have a DPIN or DIN, it can be applied for within FiLLiP for up to two individuals.
Step 2: Reserve the LLP name with RUN-LLP
Propose up to two names ending with LLP or Limited Liability Partnership. The name must not be identical or too similar to an existing company, LLP or registered trademark, and must not be undesirable under the naming rules. Approved names are reserved for three months for a new LLP.
Step 3: File FiLLiP
- Details of partners and designated partners, with consent
- Total and individual contribution, in cash or kind
- Registered office address with proof and owner NOC
- Business activity and industrial activity code
- Subscription sheet and professional certification
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Get expert help →Step 4: ROC review and incorporation
The Registrar examines FiLLiP and may ask for resubmission if documents are unclear or inconsistent. Once approved, the Certificate of Incorporation is issued with the LLP Identification Number (LLPIN), and PAN and TAN are allotted.
Step 5: Draft, stamp and file the LLP agreement
- Draft the agreement covering contribution, profit share, duties, admission and exit, and dispute resolution.
- Pay stamp duty as per the state stamp law and sign.
- File Form 3 with the ROC within 30 days of incorporation.
Step 6: Post-registration setup
Open the LLP bank account, bring in contributions, register for GST if required, and set up books of accounts. Calendar Form 11 (due 30 May) and Form 8 (due 30 October) from the first financial year.
Frequently asked questions
Can I reserve the LLP name and file FiLLiP together?
Yes. FiLLiP allows you to apply for name reservation along with incorporation. However, if the name is rejected, the whole application is affected, so many applicants reserve the name first through RUN-LLP and then file FiLLiP.
How long is an LLP name reserved?
A name approved through RUN-LLP for a new LLP is reserved for three months from the date of approval, within which FiLLiP must be filed. For a change of name of an existing LLP, the reservation period is shorter.
What if the LLP agreement is filed after 30 days?
Filing Form 3 after 30 days is allowed, but an additional fee is charged for each day of delay. Until the agreement is filed, the default provisions in the First Schedule of the LLP Act govern the relationship between partners.
Can a body corporate be a partner in an LLP?
Yes. A company or another LLP can be a partner. It must nominate an individual to act as designated partner on its behalf. At least two designated partners must be individuals, and at least one must be resident in India.
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