LLP Formation

How to Register an LLP in India ?

Step-by-Step Registration Process

1: Preliminary Information (To be arranged)

Determine the Proposed Partner
Proof of PAN Card of Proposed Partner
Address Proof of Proposed Partner
- Proof of Passport of Proposed Partner (Foreign Nationals & NRIs)
- Proof of Aadhar Card / Voter’s ID / Passport / Driver’s License of Proposed Partner
Proof of Registered office:-
- As Proof of Ownership of Property
  1. Proof of sale deed/property deed in English
  2. Proof of Latest bank statement or telephone or mobile or electricity or gas bill
- For Rented Property:-
  1. Proof of Notarized rental agreement in English
  2. Proof of No-objection certificate from the property owner

Summery of ROC Forms (To be filled)

Form Name	Purpose of the Form
RUN LLP	Reservation of name for the LLP
FiLLiP	Incorporation of Limited Liability Partnership (LLP)
Form 3	Filing information of LLP Agreement
Form 4	Change in Partners (Appointment / Resignation / Change in Designation)
Form 8	Statement of Account and Solvency
Form 11	Annual Return of LLP
Form 12	Intimation of other address for service of documents
Form 15	Change in Registered Office Address of LLP
Form 24	Application for striking off name of LLP

2: Step – By – Step Incorporation Process

Step 1: Obtain Digital Signature Certificates (DSC)

DCS is required for director(s) to sign e-forms. The first step in Incorporation of OPC is to obtain the Digital Signature Certificate (DSC) of all the proposed designated Partners which requires the following documents:

PAN card
Aadhaar card
Address proof
Photo
Email Id
Phone number

Step 2: Apply for Director Identification Number (DIN) (if not already obtained)

Din (Earlier DPIN) is required for all the designated partners or those intending to be designated partners of the proposed LLP. The application for allotment of DIN has to be made in Form DIR-3. Along the Form DIR-3 , Scanned copies of documents e.g., Pan / Aadhaar needs to be attached to the form. The form should also be signed by a Company Secretary, Chartered Accountant or Cost Accountant in full-time practice.

Step 3: Name Approval (RUN-LLP Form)

For reservation of the name of the proposed LLP, FORM RUN-LLP (Reserve Unique Name-Limited Liability Partnership) is filed.
The registrar will approve the name only if the name is not undesirable in the opinion of the Central Government and does not resemble any existing partnership firm or an LLP or a body corporate or a trademark.
On objection by the Registrar, a Re-submission of form is allowed to be made within 15 days for rectifying the defects, if any. ‘RUN LLP’ provides for two proposed names in the application.
The Name availability can also be verified using the free name search facility on MCA portal.
At Portal, facility provides the list of closely resembling names of existing companies/LLPs based on the search criteria filled up, which helps in choosing names not similar to already existing names.
Normal fee for RUN LLP is Rs. 200.

Step 4: File Incorporation Form (FiLLiP)

Promoter is to file ‘Integrated form used for incorporation is ‘FiLLiP (Form for incorporation of Limited Liability Partnership)’ for LLP incorporation within three months of the date of ‘Approval of Name application by the MCA.
‘FiLLiP’ is to be filed with the Registrar who has jurisdiction over the state in which the registered office of the LLP is situated.
Along the ‘FiLLiP’, following documents / details are to be provided: –
- Partner & nominee details
- Registered office proof
- Subscriber sheet
Under-mentioned documents are required while filing ‘FiLLiP’:-
- PAN / Aadhaar of partners
- Address proof (Electricity Bill / Rent Agreement)
- NOC from property owner (if rented office)
- Passport-sized photos
- Bank Statement of Partner / Designated Partner not having DIN
- Consent from Partners in Form -9
- Subscriber sheet
- Details of the Company in which Partners / Designated Partners are Director / Partner / Designated Partner
While filling the ‘FiLLiP’, Fees as per Annexure ‘A’ is to be paid.
‘FiLLiP’ also provides for: –
- Applying for allotment of DPIN, if an individual who is to be appointed as a designated partner does not have a DIN (DPIN).
- Application for name reservation
Steps to Fill ‘Fillip’
- Login to ‘mca.gov.in’
- Take the cursor to ‘MCA Services’
- Take the cursor to ‘LLP e-filling’
- Opt ‘Fillip’ Incorporation of LLP
- If the name has been already approved via Form ‘RUN’, select yes and enter the SRN of RUN LLP.
- Select the type of ‘New incorporation’, Click on save and continue. Then, Select – ‘Next’
- Write the Address of proposed Registered office of LLP along with longitude and latitude.
- ‘Longitude and latitude’ can be obtained by putting the address on google map
- ‘Right click’ the Small Rep drop/balloon
- Write down the contact details and choose the relevant attachments.
- Details of business shall be prefilled on the basis on RUN LLP, f filled earlier.
- Opt the total number of designated partners and partners in the LLP.
- Fill the ‘Basic details of the designated partners’ their contribution and its form. The cells that are not required to be filled up in the entire form shall remain freezed.
- To upload the FiLLip on the MCA portal.
- On successfully generating the ‘SRN’ on submission of form, an option to upload such form shall get reflected on My Application in “Pending for Action” Tab.
- Users can click on the upload form and upload the DSC affixed PDF and proceed for payment.
- It is to be ensured that all the Digital Signatures should have size less than 6 MB.
- After successfully generating ‘SRN’, an option to upload form shall get reflected on ‘My Application’ in “Pending for Action” Tab. Users can click on the upload form and upload the DSC affixed PDF and proceed for payment.
- A challan shall get generated having the Service Request Number (SRN).
- Save the ‘Challan’ for future references.

Step 5: Draft LLP Agreement

LLP Agreement is to be drafted / prepared outlining rights, duties, and obligations of the partners along with defining profit-sharing, roles, and dispute resolution.
LLP agreement governs the mutual rights and duties amongst the partners and also between the LLP and its partners.
LLP agreement must be filed in Form 3 online on MCA Portal.
Form 3 is to be filed with the Ministry of Corporate Affairs within 30 days of LLP incorporation.
The LLP Agreement has to be printed on Stamp Paper (Value of Stamp Paper is defined deterrently by each state.
The agreement is to be notarized

Step 6: Certificate of Incorporation

Upon successful verification of the documents filled, the MCA will issue the Certificate of Incorporation, the Registrar of Companies (ROC) will issue the Certificate of Incorporation, recognizing the existence of the LLP.