Limited Liability Partnership (LLP)
The LLP forms: RUN-LLP and FiLLiP explained
In short
LLP Registration is done online on the MCA portal: reserve the name through RUN-LLP, file Form FiLLiP for incorporation, receive the certificate with LLPIN, then file the LLP Agreement in Form 3.
LLP Registration is done online on the MCA portal: first reserve the LLP name through RUN-LLP, then file Form FiLLiP to incorporate, and receive the Certificate of Incorporation with the LLPIN, PAN and TAN. After that, the LLP Agreement is filed in Form 3 within 30 days.
The whole process runs on the MCA LLP e-filing portal. This lesson explains the two forms in detail. For the complete LLP Registration in India step-by-step guide, including eligibility, costs and the LLP Agreement, see the separate guide.
What do you need before you start?
An LLP needs at least two partners, and at least two of them must be designated partners — the partners responsible for the LLP's legal compliance. At least one designated partner must be resident in India, which under the LLP Act, 2008 means staying in India for at least 120 days during the financial year. A partner can be an individual or a body corporate; a body corporate partner nominates an individual to act for it.
Before-you-file checklist
- Two or more partners, with at least two designated partners.
- Digital Signature Certificates (DSC) for the designated partners.
- One or two proposed names ending with "LLP".
- Registered office address with proof and the owner's permission.
- Agreed contribution of each partner and the main business activity.
Step 1 — How do you reserve an LLP name? (RUN-LLP)
Apply for the LLP name through RUN-LLP (Reserve Unique Name – Limited Liability Partnership). The name must end with "LLP" or "Limited Liability Partnership" and follow the same similarity rules as company names. The name, once approved, is reserved for a limited period — generally 90 days from approval — so the incorporation form should be filed within that time.
You can also apply for the name directly within the FiLLiP form, but using RUN-LLP first lets you settle the name before preparing the other documents.
A RUN-LLP application can propose up to two names, with a short note on what each name means. The fee prescribed in Annexure A of the LLP Rules for a name reservation application is ₹200; confirm the current fee on the portal when you apply. If the Registrar finds a defect, the application may be sent back for resubmission, so it is worth getting it right the first time.
Why are LLP names rejected?
- The name is identical to, or too nearly resembles, an existing LLP, company or registered trademark.
- It uses words that need government approval (such as "Bank", "Board" or "National") without that approval.
- It is offensive or suggests a connection with the government that does not exist.
- The meaning or significance of the name is not explained clearly.
Step 2 — How does the FiLLiP form work?
File the FiLLiP form (Form for incorporation of LLP) with:
- Details of partners and designated partners.
- DIN application for designated partners who don't have one.
- Registered office details and proof.
- Capital contribution of each partner.
- Consent of partners and subscription sheet.
It is signed with DSCs and certified by a professional.
Documents usually needed
| For | Common documents |
|---|---|
| Each partner | PAN, identity proof, address proof, photograph |
| Designated partners | Digital Signature Certificate (DSC), consent to act |
| Registered office | Recent utility bill and a no-objection letter from the owner (rent agreement if rented) |
| Foreign partners | Passport and address proof, notarised or apostilled as required |
Step 3 — What do you receive on approval?
On approval, the Registrar issues the Certificate of Incorporation with the LLPIN (LLP Identification Number). PAN and TAN are issued along with it.
Step 4 — What must be done after incorporation?
- File the LLP Agreement in Form 3 within 30 days.
- Open the LLP's bank account.
- Take GST Registration and other Registrations as needed.
Government fees for FiLLiP depend on the total contribution, and stamp duty on the LLP Agreement depends on the state. Check the current fee schedule on the MCA portal at the time of filing.
| Total contribution | FiLLiP filing fee (Annexure A, LLP Rules) |
|---|---|
| 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 | ₹5,000 |
These are government filing fees only. DSC costs, stamp duty and any professional fees are separate.
What comes after the first month?
Registration is the start, not the end. Every LLP files two annual forms with the Registrar, whether or not it did any business:
- Form 11 (annual return) by 30 May each year.
- Form 8 (statement of account and solvency) by 30 October each year.
- An income tax return every year, and GST returns if registered.
- Designated partners complete DIR-3 KYC for their DIN once every three financial years, by 30 June.
An audit is compulsory if turnover exceeds ₹40 lakh or contribution exceeds ₹25 lakh in a financial year. Since 1 April 2022, late filing of LLP forms attracts additional fees calculated as multiples of the normal fee, which rise with the delay.
Common mistakes
- Letting the reserved name lapse before FiLLiP is filed.
- Address proof that does not match the address entered in the form, or an old utility bill.
- Names or addresses spelt differently across PAN, Aadhaar and other documents.
- Forgetting Form 3 after incorporation, which starts additional fees running.
Key takeaways
- RUN-LLP for the name, FiLLiP for incorporation.
- LLPIN, PAN and TAN come together.
- Form 3 (LLP Agreement) within 30 days — don't forget it.
- Annual Form 11 and Form 8 follow every year.
Frequently asked questions
How long does LLP Registration take in India?
Time depends mainly on how quickly the name and the FiLLiP form are approved by the Central Registration Centre and whether any resubmission is asked for. If documents are in order, the process often completes within a few weeks. Delays usually come from name rejections, unclear address proof or missing consents, so preparing documents in advance helps.
What documents are needed for LLP Registration?
Typically you need PAN and address proof of each partner, a photograph, proof of the registered office address such as a recent utility bill, a no-objection letter from the property owner, partners' consent, the subscription sheet, and Digital Signature Certificates of designated partners. Foreign nationals need apostilled or notarised documents as required.
How long is an LLP name reserved after RUN-LLP approval?
A name approved through RUN-LLP is generally reserved for 90 days from the date of approval. The FiLLiP incorporation form should be filed within this period. If it lapses, the name has to be applied for again with a fresh fee. The name must end with LLP or Limited Liability Partnership.
Do you get PAN and TAN along with LLP Registration?
Yes. PAN and TAN applications are built into the FiLLiP incorporation form. When the Registrar approves the LLP, the Certificate of Incorporation is issued with the LLPIN, and the PAN and TAN are allotted along with it, so separate applications are not needed.
