LLP Registration in India: step-by-step guide
In short
LLP Registration in India is done online on the MCA portal: get DSCs, reserve a name via RUN-LLP, file FiLLiP, then file the LLP agreement in Form 3 within 30 days of incorporation.
LLP Registration in India is done fully online on the MCA portal in four main steps: get Digital Signature Certificates for the designated partners, reserve a name through RUN-LLP, file the incorporation form FiLLiP, and then file the LLP agreement in Form 3 within 30 days of incorporation. The Registrar issues a Certificate of Incorporation along with the LLP's PAN and TAN.
An LLP (Limited Liability Partnership) is a business set up under the Limited Liability Partnership Act, 2008. It is a separate legal person, like a company, but it is run by its partners under an agreement, like a partnership firm. This guide walks through who can register, the documents, each step, the government fees and the mistakes that cause delays. For the ideas behind each step, read the LLP lessons.
Who can register an LLP in India?
The basic requirements are simple:
- At least 2 partners. There is no upper limit on the number of partners.
- At least 2 designated partners. A designated partner is a partner who is personally responsible for the LLP's legal filings and compliance. Designated partners must be individuals, and at least one must be resident in India. "Resident" here means a person who has stayed in India for at least 120 days during the financial year — the period was reduced from 182 days by the LLP (Amendment) Act, 2021.
- Partners can be individuals or bodies corporate. A company or another LLP can be a partner. Such a partner nominates an individual to act as a designated partner on its behalf.
- A registered office in India. This is the official address where government notices are sent. It can be a rented or owned place, including a home, with the owner's permission.
There is no minimum capital. Each partner brings in a "contribution" — money, property or services — and the amounts are recorded in the incorporation form and the LLP agreement. NRIs and foreign nationals can also be partners, but foreign investment in an LLP must follow the foreign exchange (FEMA) rules, which allow it only in certain sectors.
What documents are needed for LLP Registration?
| Document | Who provides it |
|---|---|
| PAN card (passport for foreign nationals) | Every partner |
| Address proof — Aadhaar, passport, voter ID, driving licence, or a recent bank statement or utility bill | Every partner |
| Recent photograph | Every partner |
| Digital Signature Certificate (DSC) | Every designated partner |
| Consent to act as designated partner (Form 9) | Every designated partner |
| Proof of registered office — a recent utility bill, plus the rent agreement or ownership proof, and a no-objection letter from the owner | The LLP |
Foreign partners usually need their documents notarised or apostilled in their home country. The exact list for each form is shown on the MCA portal when you fill it, so check it before you start.
Step-by-step: how to register an LLP in India
Step 1: Get Digital Signature Certificates
A Digital Signature Certificate (DSC) is an electronic signature stored on a USB token. It is issued by licensed Certifying Authorities and is used to sign forms on the MCA portal. Every designated partner needs one. Keep the token safe — it will be used for every yearly filing too.
Step 2: Reserve the name with RUN-LLP
RUN-LLP stands for "Reserve Unique Name – Limited Liability Partnership". You can propose up to two names in one application. The name must end with "LLP" or "Limited Liability Partnership", and it must not be identical or too similar to an existing company, LLP or registered trademark. The government fee is ₹200, and an approved name stays reserved for 90 days. If the name is rejected, you can resubmit with a new proposal.
Search the MCA name database and the trademark register before you apply — a name that clashes with someone's trademark can be challenged later. The Trademark Registration lessons explain why this matters.
Step 3: File FiLLiP, the incorporation form
FiLLiP stands for "Form for incorporation of Limited Liability Partnership". It carries the details of the partners and designated partners, each partner's contribution, the registered office, and the business activity. You can also reserve the name directly in FiLLiP instead of filing RUN-LLP first. FiLLiP can apply for a Designated Partner Identification Number (DPIN/DIN) for up to five designated partners who do not already have one.
The attachments usually include the designated partners' consent, a subscription sheet signed by all partners, and the office address proof. The government fee depends on the total contribution:
| Total contribution | FiLLiP fee |
|---|---|
| Up to ₹1 lakh | ₹500 |
| Above ₹1 lakh up to ₹5 lakh | ₹2,000 |
| Above ₹5 lakh up to ₹10 lakh | ₹4,000 |
| Above ₹10 lakh up to ₹25 lakh | ₹5,000 |
| Above ₹25 lakh | Higher slabs apply — check the MCA fee schedule |
Step 4: Receive the Certificate of Incorporation
Once the Registrar approves FiLLiP, the LLP gets a Certificate of Incorporation showing its LLP Identification Number (LLPIN) and date of incorporation. The LLP's PAN and TAN are allotted along with it. From this date the LLP exists as a legal person and can open a bank account, sign contracts and hold property in its own name.
Step 5: Sign the LLP agreement and file Form 3 within 30 days
The LLP agreement is the rulebook between the partners. It usually covers each partner's contribution, profit-sharing ratio, duties, salaries or remuneration, interest on capital, how new partners join and old ones exit, and how disputes are settled.
The agreement is executed on stamp paper. Stamp duty is set by each state and often depends on the contribution amount, so check your state's stamp law or the state Registration department before printing. The agreement must be filed with the Registrar in Form 3 within 30 days of incorporation. The Form 3 fee is small (₹50 to ₹600, depending on contribution), but filing late attracts additional fees.
If partners do not sign an agreement, the First Schedule of the LLP Act applies by default. It sets rules such as equal sharing of profits, which may not match what the partners actually intended.
Step 6: Complete the post-Registration basics
- Open a current bank account in the LLP's name.
- Apply for GST Registration if your turnover crosses the threshold (₹40 lakh for goods, ₹20 lakh for services in most states) or if the law requires it anyway, such as for inter-state supply of goods or selling through e-commerce operators. See the GST Registration lessons.
- Check state-level Registrations such as the Shop and Establishment licence and professional tax — these differ from state to state.
- Set up a compliance calendar for Form 11, Form 8 and income tax. Our LLP annual compliance checklist and the Life after Registration lessons cover this.
How much does LLP Registration cost in government fees?
The government costs are modest. For an LLP with a contribution of up to ₹1 lakh, the MCA fees are roughly ₹200 for RUN-LLP, ₹500 for FiLLiP and ₹50 for Form 3. On top of this come the DSC (bought from a Certifying Authority at market price) and state stamp duty on the LLP agreement. Fees are revised from time to time, so confirm the current figures on the MCA portal before filing.
How long does LLP Registration take?
There is no fixed legal timeline. If the documents are clean and the name is unique, each form is often processed within a few working days, so the whole process commonly takes one to three weeks. Queries from the Registrar, a rejected name or a mismatch between documents (for example, a different address on PAN and Aadhaar) are the usual causes of delay.
What mistakes delay LLP Registration?
- Weak name choices. Generic words, names close to famous brands, or names that suggest a government link are often rejected.
- Old or unclear address proof. The utility bill for the office should be recent, and the owner's no-objection letter should match the address exactly.
- Mismatched details. Name spellings, dates of birth and addresses should match across PAN, Aadhaar and the forms.
- Forgetting Form 3. Many founders celebrate the certificate and forget the LLP agreement filing. Late fees grow with the delay.
- Choosing an LLP when you plan to raise equity. An LLP cannot issue shares (see Can an LLP raise investment?). If you expect angel or venture investment, compare structures first on the PVT. LTD. vs LLP vs OPC comparison page.
Is an LLP the right structure for you?
An LLP suits professionals, consultants, agencies, family businesses and joint ventures where two or more people want limited liability with lighter compliance than a company. Its accounts need a statutory audit only when turnover exceeds ₹40 lakh or contribution exceeds ₹25 lakh. It is less suited to startups that plan to raise equity or give ESOPs, which is why most funded startups choose a Private Limited Company. If you are still deciding, start with the Before you register lessons.
Key takeaways
- LLP Registration is online on the MCA portal: DSC, RUN-LLP name reservation, FiLLiP, then Form 3.
- You need at least 2 partners and 2 designated partners, one of whom must be resident in India.
- There is no minimum capital; FiLLiP fees start at ₹500 for contribution up to ₹1 lakh.
- The LLP agreement must be stamped under state law and filed in Form 3 within 30 days of incorporation.
- An LLP cannot issue shares, so founders planning equity funding should compare it with a PVT. LTD. first.
Frequently asked questions
How many partners are needed to register an LLP in India?
An LLP needs at least two partners, and there is no maximum. At least two of the partners must be designated partners, who are responsible for the LLP's legal filings. Designated partners must be individuals, and at least one of them must be resident in India, meaning they stayed in India for at least 120 days during the financial year. A company or another LLP can also be a partner through a nominee.
Is there a minimum capital required to start an LLP?
No. The LLP Act does not prescribe any minimum capital. Partners decide how much each will contribute, in money, property or services, and record it in the incorporation form and the LLP agreement. The government fee for the incorporation form FiLLiP and the stamp duty on the LLP agreement depend on the total contribution, so a small contribution keeps initial costs low.
What is the time limit for filing the LLP agreement?
The LLP agreement must be filed with the Registrar in Form 3 within 30 days of the date of incorporation shown on the Certificate of Incorporation. The agreement is executed on stamp paper, and stamp duty is set by each state. Filing after 30 days attracts additional fees. If no agreement is filed, the default rules in the First Schedule of the LLP Act apply between the partners.
Can an NRI or foreign national be a partner in an Indian LLP?
Yes. NRIs and foreign nationals can be partners and designated partners in an Indian LLP, as long as at least one designated partner is resident in India. Money brought in by foreign partners counts as foreign investment, which is allowed in an LLP under the automatic route only in sectors that permit 100% foreign investment for companies with no FDI-linked performance conditions.
How long is an LLP name reserved after RUN-LLP approval?
A name approved through the RUN-LLP form on the MCA portal stays reserved for 90 days. The incorporation form FiLLiP must be filed within that period, or the name lapses and a fresh application is needed. The name must end with LLP or Limited Liability Partnership and must not be identical or too similar to an existing company, LLP or registered trademark.
