Step by step procedure of LLP (Limited Liability Partnership) Formation, in India.
Step 1: Apply for DIR-3 (Director Identification Number)
We have to apply for obtaining DIR-3 (Director Identification Number) of proposed Designated Partners.
We need to attach following documents self attested by an applicant alongwith DIR-3 Form:-
- In case of Indian applicant –
- 1 passport size photograph in physical or in (JPEG format)
- Address Proof: Passport / Driving license having pin code / Election card. Or Electricity bill / Telephone bill / Bank statement which should by in the name of applicant and address proof should not be older than 2 months from the date of filing of the form.
- Identity Proof: PAN Card (Income Tax Permanent Account Name is mandatory in case of Indian National and in such cases applicant details should be as per Income tax PAN)
- *Email address of the applicant
- *Mobile Number
- *Current Occupation
- *Educational qualification (Need copy of Degree certificate like B.Com,MBA)
- *Declaration to be signed by an applicant.
Note: * items are mandatory field of DIR-3 application
Step 2: APPLY FOR DIGITAL SIGNATURE CERTIFICATE:
We need to apply for Digital Signature Certificate of 2 Designated Partners. We need to attach documents (Identity Proof and Address Proof) with DSC application form same as mentioned for DIR-3.
In case of Foreign Partner / NRI, the Passport copy and address proof should be notarized by an Indian Consulate of Home country.
Step 3: APPLICATION TO CENTRAL REGISTRATION CENTRE FOR NAME AVAILABILITY OF THE PROPOSED LLP in form RUN [As per LLP (Second Amendment) Rules, 2018)
We need to file RUN with www.mca.gov.in for name availability by giving 2 proposed names in preference alongwith meaning and significance of each word.
Refer Name Availability Guidelines issued by MCA.
Step 4: VERIFICATION OF DOCUMENTS AND FORMS BY CENTRAL REGISTRATION CENTER
After this, RUN form shall be checked by the Central Registration Center in detail and may suggest some changes. Two re-submissions shall be allowed within specified time period.
Step 5: FILLING OF INCORPORATION DOCUMENT & SUBSCRIPTION STATEMENT (E-FORM FiLLiP)
After RUN will be approved by the Central Registration Centre, the next step is to file Subscription Sheet and consent letter while filing form FiLLiP.
Attachments:-
1) Proof of address of Registered office of LLP (Electricity/Telephone/Property Tax Bill) of LLP register office not older than 2 months self attested by one of the partners.
2) Subscriber’s sheet including consent letter (signed by each Designated Partner and witnessed by Professional)
3) Detail of LLP(s) and/ or company(s) in which partner/ designated partner is a director/ partner S.No. CIN/ LLPIN Name of Company/ LLP
4) In principal approval of regulatory authority if required.
5) NOC from Owner if place of office is owned by a designated partner/any other authority.
All the attachments should be self attested by both the partners and certified by Professional.
Step 6: CERTIFICATE OF INCORPORATION
After verification by CENTRAL REGISTRATION CENTER and satisfied by it, it shall send soft copy of Certificate of Incorporation.
Step 7: DRAFTING OF LLP AGREEMENT
We need to draft LLP agreement duly printed on stamp paper and signed by each Designated Partner with the signatures of two witnesses.
Step 8: FILING OF LLP AGREEMENT (E-FORM 3)
We need to file e- form 3 on llp portal within 30 days from the date of receipt of Certificate of Incorporation.
Step 9: APPROVAL OF FORM 3
After verification by the Government and satisfied by it, it approves LLP Agreement. This is the last step of LLP Incorporation.
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Legal Disclaimer:
Hello Sir / Madam
The date of incorporation was mentioned erroneously in the LLP deed. Is it ok to make a new deed or can me make corrections using whitener and changing in Pen in the LLP Deed .
The LLP deed was already uploaded in MCA portal.
So what needs to be done now. Please advise
Registrar of Companies to whom you have submitted form 3 with LLP agreement must have raised the query about mismatch in date of incorporation mentioned in LLP deed and different date in certification of registration of LLP. It is better to file Supplementary agreement to rectify this error through form 3 LLP.
I am Incorporating a LLP having another LLP as Designated Partner
i Received a query from MCA that Body corporate name must be mentioned in Subscriber sheet
but i am confused where to mention body corporate name in subscriber sheet because i have already mentioned Nominee of body corporate and sign of that individual
so kindly help ma’am
Query:- I have registered for LLP in month of August 2020. My LLP business is to supply biomass i.e agriculture residue to Biomass Based Energy projects in India. While applying for registration I entered main industrial activity code as per NIC 2004 as 51 but I got email from MCA that write the correct code as 40 and I Did that and resubmit the form and accordingly my LLP was registered. But I have confusion as code 40 is for Electricity, Gas and water supply and My LLP business is just to supply biomass i.e agriculture residue – paddy straw to the biomass energy industry. Please suggest me what should I do further in this case or Code 40 is correct
The final authority lies with Government. MCA checks the main activity of business of LLP and then decide whether it is OK or not.
In your case, as MCA has suggested the appropriate code you have to go with same. If you have doubt then you may contact concerned Registrar.
Hello Madam,
Greetings to you,
We have taken shared office space for registered office purpose from shared office providing company and we have submitted NOC from the company and Utility bill ad proof of address while filing the FiLLiP. Now the form sent for re submission asking for NOC by way of board resolution.what can be done if BR cannot be submitted. we have approached the company for the same they replied that noc and utility bill are two documents we are giving for registration purposes.
Kindly help me ma’am.
Thank you.
If Registrar of Companies is insisting you to provide NOC in format of Board resolution then please show the notice of re submission to owner of place and he will arrange it.
Hello Madam.
we have received the following query after filing the FiLLiP. Please help us to resolve the issue.
“Since the utility bill provided for registered address office is in the name of company , please provide NOC by way of Board Resolution.”
We have taken shared office space from DBS Corporate Services pvt ltd. The company provides shared offices /Virtual office on rent. They have given NOC and utility bill as a proof of reg office address.
Please help us to resolve the query .Thank you .
In FiLLiP form please choose option as taken on lease by LLP and attach NOC, utility bill and NOC in format of Board resolution passed by DBS Corporate Services Pvt. ltd.
Thank you Ma’am for the clarification.
Respected Maam
Due to this covid 19 situation I am unable to get enough stamp papers. how can i pay stamp duty online without actually obtaining stamp papers?
You can pay stamp duty online.
Can you please help me on the Point No. from 8 to 17 as they allow limited no. of words. and what is the Initial LLP Agreement?
When in form 3 LLP, you find you cannot type the whole text of particular clause of LLP agreement, you can add initial lines and conclude that field by saying refer Clause No…of XYZ agreement. Because you are going to attach LLP agreement to form 3 LLP.
Thank u mam.
HI MAM,
DURING FILLING FORM -3, IN POINT 16 WE NEED TO MENTION CLAUSES OF AGREEMENT AS PER PROVISIONS MENTIONED IN LLP ACT,
MY QUEARY IS THAT IN CASE NO SUCH CLAUSES ARE MENTIONED IN AGREEMENT SO THAT MEANS WE NEED TO WRITE NOT APPLICABLE IN POINT NO. 16 OF FORM 3.
Yes as per agreement , clauses are to be noted in form 3 LLP. Yes you have to mention NA in case such clause is not covered in agreement.
Madam can we prepare llp agreement before incorporation of llp
But after name approval..
And that llp agreement will be uploaded in 30 days of incorporation… What precautions should we take to make llp agreement before incorporation
For eg whether notary should be done or not
Or both date mentioned in llp agreement llp agreement date and llp incorporation date etc
Notary is not required. Signatures of designated partner and witnesses are require and pay appropriate stamp duty as per total contribution of partners. During lockdown if you find difficult to obtain stamp paper you can pay stamp duty online
i have register dsc on MCA and attached dsc on pdf, but still showing error in pdf of ‘designated parter signature’. please advise.
Please download fresh form and then attach DSC.
The LLP is incorporated in July 2017 and Form-3 is pending, Initial agreement is not executed yet and we want to file Form-3, so we cant file form-3 with current stamp paper.
Form 3 and form 4 ( obtain consent of existing partners)
Hi,
I am in process of incorporating LLP however my difficulties are that the property I want as a registered office is in name of other and the electricity bill and other bills are in name of other.
I can initiate the rent agreement however I am confused that it should be between whom?
the person’s in whose name bills are there or in the name of whom the property is transferred.
Moreover who will be the opposite party the LLP in process or any partner.
The agreement shall be executed with the person to whom title of property is transferred.
Hello,
I have Filed Form 3 for registration of LLP Agreement. Now I have received a resubmission query stating “Remove the word Architecture Word from Main Business Activity”.
This means do I have to change LLP Agreement? because in form 3 we cant edit the business activity.
And if we need to change the LLP agreement, whether supplementary agreement to be prepared or we can make changes in original Agreement?
Yes you need to change main object clause of LLP agreement. No need to execute supplementary agreement. Also make changes main object clause in LLP form 3. Then you resubmit the form.
so in the resubmitted form 3 I need to choose “for information with regard to changes in LLP Agreement” and not “Filing information with regard to LLP Agreement”?
So second part of the Form 3 will be activated to be filled, right?
Yes,
It it necessary to have DIN for new LLP incorporation using FilLLip? If I am new user without DIN then under which category I should register my DSC?
For making application of DIN, DSC of applicant and DSC of director of existing company should be attached and then DIN can be filed to MCA portal. Once DIN will be alloted then DSC can be registered on MCA portal.
Hello Ma’am,
I want to close a LLP incorporated on 21/05/2018. No bank account is opened. No filing is done either. One designated partner is a NRI and is not ready to file his KYC and activate his DIN. What can be done to close the LLP?
Yes you can close LLP. But I think KYC of all directors should be filed otherwise while filing closure application, the system will prompt the error about deactivation of one KYC. You need to explain the process of closing and the time required for approval of closure application to NRI.
Hello Mam,
In case of LLP date of agreement and date of incorporation is on the same date, however franking is done after 4months. Hence received resubmission request while filing form 3. What can I do to resolve this so that ROC will accept it
Please contact concerned ROC official person and get it sort
Dear madam ,
I want to form LLP with 3 DP , but all the three dont have DPIN so i have formed LLP with 2 DP as incorporation form doest take three DP without DPIN .
Now I have taken DPIN of third one.
So plz confirm whether i need to first file form 3 for 2 DP & after that file form 4 & again file form 3 with original deed & supplimentry deed.
or file form 4 & after that file form 3 with 3 dp.
Yes you need to file form 3 LLP with supplementary agreement and form 4 with consent of partners. Please attach Board resolution for admission of third designated partner.
Greetings. Our LLP has 4 partners all DP. Registered with ROC Chennai. Have filed all forms and is current. 2 partners have expressed their desire to retire. We have 1 new partner coming in. We need to increase the scope of Nature of Business to include a new line. Also the registered office address needs to be changed. But, both the addresses are in Chennai and so the ROC will be the same. We have already filed a supplementary LLP Agreement as there was a reduction in Capital and filed Form 3. Can I prepare a new Supplementary Agreement incorporating change in registered office, retirement of partners, addition of partners and change in nature of business. Could you please advise on the forms that needs to be filed and also the sequence of the same. Thanks a lot.
For any change in Initial LLP agreement, form 3 with supplementary agreement for making changes in capital clause, partners is required.
GM Madam,
What are the sections and rules for opening a new branch for LLP under LLP Act, 2008 and Rules 2009
There is no ROC formality to be done because opening of new branch of LLP is internal business of LLP. You can pass board resolution and notify in minutes of board meeting.
i have 2 designated partners in llp.i need to change designation of one of them to partners and need to appoint one more dp. what is the process
File form 3 with Supplementary agreement and form 4 for consent of new partner.
Dear Mam,
In LLP there are total 8 DP and now i wnat to keep only 2 DP & rest 6 as a Partner .
Contribution and other will remain same ,so while filling the form 3 & 4 together i m getting the error –
only file Form 4 because there is no appointment & cessation in LLP .
So,whether i have to file only form 4 or bith the forms ?
I think you have to also file form 3 because there is change in DP. In form 3, you can mention such change. And then file form 3 and 4 together.
Hi,
I have change the name of LLP which is not incorporated yet but the name has been approved with wrong spellings.
Now its been 60 days and what procedure I have to follow to correct it?
please wait till expiry of 60 days and then file name application with correct name.
Hi,
I had the following query:
1. On Incorporation of LLP, is it mandatory to notarize the LLP agreement to be attached with Form 3LLP?
2. For change in designation from Partner to designated Partner, is Supplemental LLP agreement required? Or just Filing Form 4LLP will suffice?
It is not mandatory to notary Initial LLP agreement.
Yes, supplementary agreement for any change in Initial LLP agreement is required to be filed with form 3 and 4.
Thank you for your reply Meenal Ji
You are welcome.
Hi Meenal Ji
Where can I find the format of supplementary agreement
There is no specific format. In the supplementary agreement , give reference of previous LLP agreement and mention the changes in director or capital contribution or change in office if any and all partners will sign the same.
Thanks Meenal Ji. I’m a freshly qualified CS in practice, and your blog is top quality and very useful for me.
Thank you for your comment.
Hi Meenal,
I just got the CoI for a LLP and need to file the LLP agreement . I have 3 NRI partners (UAE based).
1. Should the NRI partners mandatorily sign on the Agreeement ? If so, should it be notorised in India or in the UAE?
2. For the Indian partners, should the signatures be notorised as well?
Thanks in advance for your help.
1.After getting Incorporation certificate of LLP, designated partners should execute LLP agreement and each partner has to sign agreement. The agreement shall be filed with Registrar of companies, in which jurisdiction the office is situated within 30 days from date of incorporation. If partners are NRI, then the original agreement shall require to send by courier to the country wherein NRI live, they will sign and put the date of signing and witness will sign as well. the pages which are signed by NRI shall be notarised from Foreign Public Notary if the Country wherein they live is common wealth country. If they live in country which is non commonwealth country, then notary , apostile and attestation from Indian embassy shall require.
2. For Indian partners, notary is not require. The agreement shall be printed on stamp paper. The stamp duty will be calculated as per the amount of total capital contribution. The stamp duty shall vary from state to state.
Your response is very useful. Sincerely appreciate your help.Thank you so very much.
You are Welcome.
Hello Meenal Ma’am,
in reference to the above question by Ram, I am facing a similar issue. But LLP is incorporated with one resident Designated partner and one non Designated Partner.Can you please clarify for me the following:
1) if there is a resident designated partner and a non resident designated partner, how can both sign on the LLP agreement? If we courier the deed abroad and he signed and gets witnessed from Indian embassy, then he couriers it back and resident signs it, how many witness has to sign?
2) Can non resident partner send a power of attorney to anyone residing in India to sign the deed on his behalf?
1) You will have to courier the LLP agreement to Non Resident Designated partner out of India and he will sign all pages and last page. Notary from foreign public or Indian Embassy will sign on last page as witness. please check if the country is common wealth or non common wealth country.
2) Power of attorney is not allowed as per LLP Incorporation Rules. He has to sign and obtain notary.
Hello Mr.Ram and Meenal Madam,
I am handling assignment of formation of LLP with 2 NRIs who are UAE based.
I just wanted to know whether they need to send the Subscriber sheets which are Notarised from Public Notary or attestation from Indian Embassy will suffice? Actually they are not able to get the documents notarised over there. Mr. Ram what procedure you had followed as you had UAE based NRIS.
Hi Mam,
I have filed FILLIP form on MCA portal. They have asked for resubmission and want me to upload form 9. Can you provide me the link for form 9? Also, can you tell me what other documents I need to upload along with FILLIP form (form 9 as well as required)? Thanking you in anticipation.
Actually there is no form 9 available on MCA portal. I would suggest to raise the ticket or call to toll free number to CRC people and ask about resubmission problem.
LLP have 2 DP and 2 Partners. One DP have some issues with another designated partner, due to this matter annual filing is pending to upload on MCA Site.its effects on LLP business.
my question is designated partner change partner designation to designated partner with filing of Form-4 LLP in MCA site, required to prepare supplementary agreement for change designation and filed form 3 ?
ma’am kindly reply as soon as possible.
To change the designation from Partner to Designated partner, execute a Supplementary agreement and remove the names of DP which is not interested and replace with partner after changing his designation. File form 3 and form 4 with Supplementary agreement, Board resolution, consent of all partners.
thank you so much ma’am
You are Welcome.
Hello Ma’am,
LLP have two Designated Partners and Two nominal Partners. Now Two designated partners wants to expel two nominal partners due to some disputes with them.
i want to know what is the procedure to expel two nominal partners from the LLP. required LLP agreement
which form is filed to MCA?
Yes, for removing the names of nominal partner from LLP, existing partners will execute supplementary agreement and specify the details, reason of expulsion of two partners, and then file form 3 LLP with ROC, and also get consent and pass board resolution and file form 4 LLP with ROC simultaneously.
Ma’am,
LLP’s registered office in Mumbai and now branch office will open in surat.
question is that should i modify the agreement for branch office and filed Form-3 LLP on MCA Site??
No need to notify change to ROC because you are not shifting registered office of LLP.
thank you so much ma’am>>>>
You are almost welcome.
Mam,
i want to start my own LLP for equity investment & trading with my brother.
i have been in stock market past from 4 years using my own demat account.
CAN LLP open demat acc for trading if so what is the min capital required .please guide me
Please obtain NBFC approval if LLP will carry equity investment and trading activity in future. then register LLP and open DEMAT account.
Hello Ma’am,
This is to request you to please assist me what should I do now as I had submitted Form 2 for LLP incorporation but they asked for the resubmission with the following remark ” As per utility proof, the registered address of LLP falls under the jurisdiction of ROC Pune.”
Form 1 is approved by Mumbai ROC therefore when filling Form 2 ( pre fill ) it is automatically taking Mumbai ROC but my LLP registration office is in PUNE.
Therefore I request you to kindly asssit me how to solve this issue or how to change ROC.
Thanks,
In form 1, applicant has to select proper ROC office under which jurisdiction, the place of proposed office of LLP will fall. If by mistake it is specified different then after name approval, while filling up form 2, it automatically specifies ROC as per form 1. Either you will have to file fresh form 1 with proper ROC or wait for specified period when approved name will be unblocked if you want to go for same name.
In form 1, applicant has to select proper ROC office under which jurisdiction, the place of proposed office of LLP will fall. If by mistake it is specified different then after name approval, while filling up form 2, it automatically specifies ROC as per form 1. Either you will have to file fresh form 1 with proper ROC or wait for specified period when approved name will be unblocked if you want to go for same name.
What are the documents required for NRI for LLP formation? Is there is any affidavit required by NRI to become partner in LLP?( if yes, Need format)
same documents as required for resident director of LLP, additional requirement of documents is passport and present address proof. All documents including affidavit and LLP agreement shall be notarised as per Hague Convention Act.
Dear Madam,
If In LLP partners are of foreign nationals what is the procedure for signing of LLP agreement.
LLP agreement shall be signed by Foreign national and signature page should be notarised from his home country.
Dear Madam,
We incorporated LLP on 22nd September and we have made an agreement on 9th October. Which date shall be mentioned in the PAN application. Date of incorporation or Date of agreement?
Date of incorporation.
Mam,
My LLP agreement was made on 18-10-17 and i receievd my incorporation certificate dated 30-10-17. Can I still upload the same LLP Agreement in Form – 3
Yes within 30 days of LLP incorporation, one should file form 3 LLP with ROC.
well written on llp registration and formation.
Thanks
Hi Madam,
If the form 2 is approved by the RoC and LLP agreement is yet to execute, then is it possible to add new partners or designated partners in the same LLP agreement. Or is it possible to file form 3 with the partners or designated partners mentioned in Form 2 only?
File form 3 with existing partners and then after approval of form 3, again prepare supplementary agreement with new partner, file form 3 and 4 again.
Hi Ma’am, we have opened an LLP with residence address. We wanted to open current account with bank, but bank wants company name board. Is it mandatory to have company name board?
Normally Name board is required for shop act licence. But if bank insists you will have to provide.
Hello Mam,
we are planning to start a business wherein we can source agro and food products from india or abroad and export it to other countries. For such type of business , Can I for LLP ? Can we individually form LLP , or we have to go through CA / CS only ?
What are charges ?
You can register LLP but for registering LLP you need assistance and guidance of CS/CA.
Can an LLP be opened with residence address? Is office mandatory?
Yes you can show residence address.
Thank you for comment.
1. Form 3 LLP is required to be filed within 30 days from date of LLP incorporation. This is mandatory.
2. Please refer Stamp Act applicable to Karnataka.
3. Stamp duty online is not provided on MCA portal.
4. Notary for LLP agreement is not necessary. Signature will be verified by ROC.
5. You cannot increase contribution in form 3 . the contribution shall be as per form 2.
Do the partners need to sign on all pages of the LLP agreement?
Yes
Mam after 30 days of LLP incorporation designated partners entered in to LLP agreement.
LLP agreement should be executed within 30 days of incorporation of LLP.
Hi meenal
Can a designated partner withdraw from incorporation after name approval…
Before that LLP agreement with existing partners should be executed and signed. Form 3 is to be filed within 30 days of registration of LLP . After approval of form 3, LLP can appoint new partner and remove existing partner.
Can a director of dormant company become a designated partner in LLP.. He wants to incorporate new LLP… Or Roc will reject the form 2.
I think he can become designated partner of LLP.
Hi Meenal,
The information provided on the blog is quite helpful. Would be greatful if you can help me out with below queries in relation to Form 3 for LLP:
1. Are the entire paragraphs of partnership deed required to be reproduced in the form or only para reference of partnership agreement would suffice?
2.What is required to be filled in point 16 of Form 3?
3.What is the timeline taken by ROC for providing approval of Form 3?
Many thanks in advance.
LLP agreement should be signed by all partners. Partnership deed is different.
ROC normally approve form 3 within 4-5 days.
what about the cost of registration?
Please call me.
Hello Mam,
We have incorporate a LLP on 25th February, 2017, and made llp agreement on 01st February, 2017, after name approval but before Incorporation. Now we are filing Form 3, that require us to mention date of ratification in case initial agreement was made prior to Incorporation. What we have to do to ratify the Agreement, we already notorized the Agreement on 01st Feb, 2017. Kindly provide resolution.
The LLP agreement must be signed by designated partners after incorporation of LLP. Now purchase fresh stamp paper and obtain signatures of partners, specify date of LLP agreement after date of LLP’s incorporation. Then Form 3 will accept the date and you can file form successfully.
Thank You Mam for your valuable comment.
Thanks.
A proprietor runs a proprietory concern. He has two creditors. Now, the creditors and proprietor wants to make it LLP.
i) can a LLP be formed and the proprietorship concern be taken over? or
can the Proprietor’s business itself be converted into LLP? Which is the best one?
ii) Can the creditor’s loan be converted into capital? If yes, the book value of creditors in balance sheet be considered as capital of two creditors?
Conversion of firm into LLP would be best option.
I want to start cattle farming business with 2 partners , can I make LLP for that, and we can do multiple business in same company name?
You can form LLP for this business but you cannot do multiple businesses in same company name.
Whether LLP agreement need to get it notarized before submitting with RoC – MCA ?
Notary for LLP agreement is no required.
Hello man i have a firm in llp and we are two partner now i want to leave the company so what are the procedure and guidelines pls suggest
First of all , admission of partner is necessary and then you can leave the LLP.
After the formation of LLP witin how many days, Partners contribution should be deposited into the LLPs current account and what would be the mode by chaque or cash
There is no prescribed time limit of deposit of contribution amount by partners into bank account. But when there is no specified time, then we interpret as to deposit asap.
what can i do if the validity period of reservation of llp name expired? can i extend the name reservation validity period through any procedure. if any please let me know.
There is no extension provision. You will have to apply for name freshly.
I want to start a company on my own with minimal capital.
How to register it and when can I start operation?
please call me.
Mam please help me i have file LLP form-1 and i got an error whether residential address is not prefilled u have to file DIR-6 and then fill form-1 LLP.Mam what should i do its urgent basis. i need to register LLP as soon as possible….is there any solution to filed form-1 without filing form dir-6
It may be technical problem of MCA site. Please raise ticket with screen shot of error, MCA will provide you solution within 2-3 days.
I wanted to check on how to get the signature on the DIN form
DIN form is to be digitally signed by applicant and one professional who shall be CA/ CS/ CWA.
Hello Madam ,
Thanks for valuable information.
I did franking on llp deed and get it signed by all partner. So i need to get notary on the deed too ??
Yes .Franking means online payment of stamp duty which is to be notarised later on
Ma’am,
A foreign company want to be partner in LLP.
What is the procedure or what docs are required ?
Please refer my article on procedure of formation of LLP in India.
1.stamp duty payable for capital contribution of RS 300000/- in delhi
2. should i take stamp paper in the name of partners for their respective contribution
3.any stamp duty is payable for indemnity clause in agreement.
Please refer Stamp Act of Delhi. Stamp paper is required for LLP agreement and also for partners to give declaration cum affidavit. There is no stamp duty for indemnity clause in agreement.
Does subscriber’s sheet need to to filled by hand?
And LLP Agreement needs to be notarised? If yes then can it otherwise than before me notary?
Subscription sheet can be typed. Notary is not required for LLP agreement
Hello Madam
I have the following queries:
1.Should the name in subscibers sheet be hand written or can be printed
2.Is Schedule I to LLP Agreeement compulsary??
Subscription sheet can be typed, no hand writing is necessary.
Hello
I have an llp registered in rajasthan. My other partner resides in punjab. Can i open the current bank account of the llp in punjab ?
Yes.
Dear Madam,
Can the LLP Start its business on getting Certificate of Incorporation or it has to wait for the approval of LLP Agreement?
As per my opinion you will have to wait till approval of LLP agreement.
Thanks a lot Madam
Thanks
Hello Maam,
For an LLP do we need to take PTEC for the LLP as well as all the individual partners?
yes
Can a LLP be formed by two body corporate as designated partner, who are nominating one Nominee partner each
I think if one partner is body corporate, other partner must be Indian partner.
Hi,
I have a query regarding NRI and foreign national partners in a LLP. The scenario is there are three partners and details as follows
1) one is Indian national and resident of India
2) one is foreign citizen, citizen of Indian origin and residing in India
3) one is a NRI
Can you please let me know if an LLP can be formed with these 3 partners?
If answer is yes what is additional process and are there any restrictions on the capital contribution etc?
You can form LLP with three partners as per details given by you. There is no restrictions on capital contribution.
Dear Meenal Madam,
One of our partner was retired on 01/04/2016, But Agreement of retirement was execute on 01/09/2015. Now when i filed form 4 & 3 for retirement of partner, ROC raised query that both date have to same. How can i resolved the issue?
Agreement date and effective date shall be same?
Yes. Please resubmit the form as per ROC suggestion.
In case of incorporation of LLP in the Form 2, we have to attach two different sheet for Foreign Partner subscription (with Attested by Indian embassy) and Indian Partner subscription?
Further, in foreign partner subscription sheet who can be a witness?
Yes there will be two separate sheets. Foreign partner subscirption sheet shall be attested and witnessed by Indian Embassy if he is Indian citizen
In case he is not an Indian citizen, than the subscription sheet attested and witnessed by Foreign Public Notary.
Is that a sufficient compliance ?
Thanks a lot for your guidance.
If he is not an Indian Citizen, then subscription sheet and other signature documents of incorporation shall be either attested by either of following (As per Companies Incorporation Rules). please check this and follow the attestation.
Where subscriber to the memorandum is a foreign national residing outside India-
(a) in a country in any part of the Commonwealth, his signatures and address on the
memorandum and articles of association and proof of identity shall be notarized by a
Notary (Public) in that part of the Commonwealth.
(b) in a country which is a party to the Hague Apostille Convention, 1961, his signatures and
address on the memorandum and articles of association and proof of identity shall be
notarized before the Notary (Public) of the country of his origin and be duly apostillised
in accordance with the said Hague Convention.
(c ) in a country outside the Commonwealth and which is not a party to the Hague Apostille
Convention, 1961, his signatures and address on the memorandum and articles of
association and proof of identity, shall be notarized before the Notary (Public) of such
country and the certificate of the Notary (Public) shall be authenticated by a Diplomatic
or Consular Officer empowered in this behalf under section 3 of the Diplomatic and
Consular Officers (Oaths and Fees) Act, 1948 (40 of 1948) or, where there is no such
officer by any of the officials mentioned in section 6 of the Commissioners of Oaths Act,
1889 (52 and 53 Vic.C.10), or in any Act amending the same;
(d) visited in India and intended to incorporate a company, in such case the incorporation shall be allowed if, he/she is
having a valid Business Visa.
Explanation.- For the purposes of this clause, it is hereby clarified that, in case of Person is of Indian Origin or Overseas
Citizen of India, requirement of business Visa shall not be applicable.
HELLO MADAM THANKS FOR THE VALUABLE INFORMATION.
we are going to incorporate LLP with 2 Designated partners.
1. do we need to do any franklin or attestation or stamp duty for SUBSCRIBERS SHEET.
2. do we need attest the address proff.
thanks in advance.
No franking or stamp duty on subscribers sheet. Get self attestation of owner on address proof.
Should the consent Letter be notarized for the designated partners in case of Form-2 FOR LLP??
No
Ma’m
Need Help in filing of Form-2
1) Can a rent agreement taken as Proof of Address ?
2) whether the Subscribers sheet including consent will be printed on same stamp paper together ? if not then on which stamp paper it will be printed separately ?
3)how much will be the stamp paper value of each ?
Thanks in Advance
Rent agreement cannot be considered as proof of address. Utility bill is treated as address proof. Subscription sheet to be printed on plain paper.
thanks a lot ma’am it is helpful
Thank you
in how much time will i get name approval
It will all depend upon the Registrar of Companies. Normally it will take 3-4 days for approval.
HI Madam,
In Karnataka, We had filed LLP-form 3, which has now been marked for Resubmission with remarks ‘required stamp duty is not paid’. We had taken llp agreement stamp paper of Rs.500/- n capital contributions by partners is Rs.1lac.
What is the procedure to be followed to pay balance stamp duty of Rs.500/- and resubmit
Thanks in advance
please purchase Rs. 1000 stamp paper and resubmit form 3
CNA AN NRI BECOME A PARTNER IN llp? IF YES, THEN WHAT ARE THE EXTRA FORMALITIES THAT NEED TO BE CARRIED OUT?
NRI can become partner in this case LLP shall have one more partner who shall be Indian resident
DOES A SINGLE PERSON CAN FORM A LLP OR NOT
A single person cannot form LLP. For LLP minimum two partners are requried.
I have submitted documents for close LLP.. After one month ROC upload status : ” Under process of strike off” there after again ROC upload status : “defunct”.
Please explain, what is status of my LLP.
please visit to ROC office and confirm the status.
hi
i am filling form 1 but facing multiple issue
prescrutiny error, dsc not matched with din entered.
kindly help. No proper resolution received from mca helpline
MCA was under development after 27th march 2016. Hence professionals and users are facing many technical issues. Please raise ticket and the solution will be resolved within 2 working days. I am also facing many issues while doing pre-fill , pre scrutiny, or DSC registration, but then ticket has to be raised separately. Let us hope the site will give us same response as before.
Hello Meenal Mam,
I saw your blogs very useful. I plan set up a new LLP and am in planning stage. I understand all the procedures you have mentioned to register LLP. My question is
1. How long (in terms days or months) all these processes (from step-1 to get the llp registered) generally, do take to start business ?
2. Secondly, If these processes can be done online hasslessly or I need to move here n there ?
maximum 30 approx days starting from DIN, DSC, name application, incorporation and drafting of LLP agreement. You need to upload e-forms on MCA Portal.
in case of conversion of private company into LLP there is need Designated Partner also Partner of that LLP.
Designated partner is different from partners.
Hii, I am going to convert partenership firm into LLP.
I wanted to know that wether i need to file form 4 consent of partners if i have already filed form 2.
I think there is no need to file form 4 LLP
How to incorporate a LLP in which a foreign body corporate will be making contribution (95-99%). One resident has to be designated partner, can the other one be nominee of that foreign body corporate or we have to introduce a third person and act as designated partner.
Also do we need to file Form FC-GPR with RBI as we do in case of Companies or any other FEMA provisions to be followed?
Foreign Body corporate can hold 95/99 % of LLP and other individual will be nominee.
Hi,
I have an LLC in the US and setting up an LLP in India. I am an Indian Resident.
Can I have the following partners in the LLP in India?
US LLC, Myself and my mother?
Can the US LLC nominate me as the DP and my mother be the other DP in Indian LLP?
Yes
Designated partner means first partners and they have all rights to sign balance sheet, profit and loss account, to operate bank account. The partners may be sleeping or dormant partners may have rights or not.
Mam
Can CA CS CWA in practice will form one LLP
No. As CA CS and CWA are in different fields, cannot form one LLP.
Can I pay stamp duty on my LLP Agreement electronically or should i draft the agreement on a stamp paper?
You need to buy stamp paper.
Dear Ma’am,
Does the consent and Subscriber Sheet of NRI Partner need to be apostille? Or a Chartered Accountant or COmpany Secretary can certify it.
Regards,
Consent and subscription sheet of NRI Partnership deed should be notarised and apostil from his home country.
Hello,
You’re awesome to be so helpful in addressing people’s queries and writing such informative blog posts.
My query is following:
Can a US body corporate (LLC) be a designated partner in an Indian LLP along with a resident Designated Partner? If not, can the LLC still be a partner if we appoint an additional individual as a Designated Partner?
US body corporate ( LLC) cannot become designated partner of Indian LLP but it can become Partner in Indian LLP.
For induction of 2 new partners and retirement of existing ones, what shall be the stamp duty on the supplementary deed. Rs. 100 or calculated on the basis of capital
It will be calculated upon amount of capital.
Hello Meenal,
I own an LLP with 2 partners/Directors. Myself and my mother. This is the first year of the LLP. The account is not yet structured.
My CA is planning to make a salary structure for myself and my mother.
Do, both of us need to register for Professional Tax? Or the LLP needs to register for Professional Tax?
LLP is based in Mumbai.
Your suggestion would be helpful.
Best.
Profession tax will be applicable to designated partners
Hi Ma’m, I am from Mumbai and a LLC wants to lease my shop (in a building). Is there anything that I should be making sure before signing the lease?
An Owner can give NOC to LLP
nice article Maam. one query, is it necessary to mention LLP no. in LLP agreement?
No
Is it possible to convert proprietary firm into LLP? Assets are on proprietary firm name. Is it automatically transferred? Or pay stamp duty on LLP Firm name?
Conversion from proprietorship firm into LLP is possible. While conversion in the main object you will have to specify that all assets and liabilities will be taken over by the LLP after its conversion.
Yes stamp duty will be needed to pay on LLP firm name.
In case of conversion of soleproprietorship into LLP is it necessary to register the properties with sub registrar
No.
Can a existing partner become DESIGNATED PARTNER. If so, is there a format of model deed for admission ?
LLP will prepare Supplementary agreement for admission of new designated partner. You can specify the name of new partner his DIN, duties and responsibilities
Hi
One of my friend has issue.
->
He started a LLP company a year back with 3 partners.
2 of his partners not much intrested and not supporting him.So,he get irritated and now he want to start Pvt ltd company my him self without those guys.
So,my question is is he need to inform them & change any docs like deed change or anything else..
or else as per govt mca acts a person can start multiple companies and will be the director for 2 to 200 companies right..so is there he need to submit or he can simply start his own business with new pvt. ltd company ?
The person who wants to exit has to exit by signing LLP agreement
Hi Madam,
I have a LLP with 2 Designated partner(DP) out one which one is a NRI. Now The resident DP wants to retire and a new Indian DP has to be appointed. What procedure should be followed.
File Form 3 with supplementary agreement with the change of partners and their respective contribution, file e-form 4 along with consent of partners and subscription sheet.
Hello Madam – My question – Can we have multiple business say, trading & recruitment under one registered LLP. Further, Can a new business be added to existing business activity?
No you cannot include all types of different businesses in one LLP.
Thanks.for the information
I have a query
can i write the address address with a pen as it got missed out on a llp agreement.’Agreement yet to be registered.
will it tatamount to changes
yes you can, please do correction and sign besides the correction.
Hello Ma’am
I want to know the LLP incorporation fee strucuture.How much govt fee for the whole proceeding of LLP formation.
Thanks
My son is an NRI and living in USA. I am converting Pvt. Ltd. Company in LLP. He is a shareholder. How he can sign Subscriber Sheet. Can Notary verify his signature on Subscriber Sheet.
Yes
Madam,
My son who is and NRI, got the Subscription Sheet from USA Notary and sent. My CA refuses to file it. According to him it should be verified by Indian Consulate in USA.
Kindly advise.
Madam,
I am resubmitting my reply as the previous one is not clear. I am sorry for the inconvenience.
My son is an NRI. He got the Subscription Sheet verified by Notary and sent to me. My CA refuses to file it. According to him it should be verified by Indian Consulate in USA. Verification by Notary of USA is not acceptable to ROC.
Kindly advise in the matter.
Yes that is right, attestation from Indian Embassy is mandatory.
Yes if the subscriber is foreign subscriber, then attestation on incorporation documents shall be obtained from Consulate in USA.
Very informative and nicely explained. I am sure it would be of great help to all starters
Thank you for comment.
CAN I USED SALES DEED FOR ADDRESS PROOF IN llP
Probably not, use utility bill.
Madam,
I am trying to upload Form 4 for addition of a Designated Partner, but when I upload I get the error- ” The form version you are using is not latest. Please download a fres form and submit again”.
But I am using the latest form downloaded from mca website. Please let me know what needs to be done
please raise the ticket and send e-form alongwith screen shot of error to helpdesk of MCA.
Hie,
My query is that I had formed a LLP last year but did not file Form 3. So is it possible that I file Form 3 in current date?
yes
Hello Madam,
Is it mandatory to file LLP agreement with Registrar at the time of incorporation?
Yes. LLP agreement shall be filed within 30 days from date of incorporation by filing e-form 3.
Hi,
Can I use rent agreement as address proof?
Regards,
RA
No
CAN CA AND CS BOTH TOGETHER START LLP FIRM
Meenal mam pls can CSnd CA form llp
Yes
Hello Meenal,
I am changing name of my LLP registered last year. The MCA site says only Form 1 and 5 is required. I have following questions
1. Do I have to change the LLP agreement as well to include new name and then file form 3 as well?
2. Form 1 requires “certified copy of extracts of relevant LLp agreement/certified copy of decision/consent of required partners”. Please suggest what kind of document is required for this attachment.
Your help is very much appreciated
Thanks
Manish
Madam,
Regarding closing of a LLP, I understand that we have to file eform24. Should a physical application also needs to be submitted at the ROC.
no
Hi Madam,
We have 2 designated partner in a LLP. Now the want to retire and 2 new Designated partner needs to take over. What is the procedure needs to be followed
LLP needs to draft supplementary agreement. Specify the role , power, responsibility, capital contribution, profit sharing ratio, liabilities. print it out on stamp paper, obtain signature of all designated partners ( new) for inclusion of new partners. For retirement of partner, again supplementary agreement is to be made. File Form 3, 4 with ROC within 30 days from execution of agreement.
madam, in whose name we have to buy the stmap paper
In the name of applicant if you are making DIN application, in the name of LLP if the purpose is for LLP agreement.
Hi Meenal,
First of all I really appreciate your such contribution. It helps us a lot. Great work!!
Can you please help me in solving my queries??
(1) I am forming a LLP with 2 more friends and showing my home as Reg office. So what other document should I submit along with address proof? Like NOC from owner or what?
(2) What will be the amount of stamp duty if Reg ofc is in Meerut?
(3) Do I have to take stamp paper of Amount equal to the stamp duty and on whose name stamp paper should be purchased?
(4) Is it required to be notarized in Meerut or just taking print out on above said stamp paper and signed by designated partners along with witnesses is sufficient?
Many thanks in advance 🙂
Utility bill and NOC from Owner. Kindly check the stamp duty applicable in Meerut with Stamp vendor. stamp paper can be purchased in the name of LLP or Partners.
Hi,
Planning to form an LLP with a foreign national.Does he need to be physically present in India for any of the steps you mentioned in your article above.
Thanks
If foreign national would like to become one of the designated partner/ partners of proposed LLP, it is not required for him to be present in India. He will have to arrange his required documents from his home country which should by notarised from foreign public notary.
Thanks Meenal,
Also,please let me know
Do we need approval of FIPB before hand for a US national to set up LLP in India.
For setting up of LLP, FIPB approval will not be needed but after incorporation LLP will require to obtain prior approval from FIPB before investing towards capital contribution from US
Want to know can i do notary of LLP agreement from other city(different state). Company address is of different city.
no
Hello, i just want to know one thing.We have made the LLP agreement and we have got the certificate of incorporation. Just wanted to know do we need to have the registrar stamp on the agreement or not. We have done it on stamp paper however there is no registrar stamp. Just wanted to know is it mandatory to do it in case of LLP.
LLP agreement shall be executed on stamp paper. The duty of stamp paper will vary from state to state.
what shall be the value of stamp paper for a supplementary deed in delhi?
Please check Stamp Act of Delhi.
Dear Mam
We have formed an LLP with only 2 Individual Designated Partner and we have not filled Form 4. Is is necessary to file Form 4 After Incorporation of an LLP
After incorporation of LLP, filing of e-form 4 is not required.
I want to start a service based pvt ltd company or a partnership firm. The services i want to provide are varying and are not related to any particular area only.
Is it necessary to mention the services i am going to provide while registration?
After registering the firm can i introduce additional services without any additional legal requirement?
Can i do trading with my current company registration certificate? As i am not going to manufacture anything just want to do trading which is a kind of service only.
Thanks.
1. Yes
2. No
3. yes
I can Appoint the Foreign Director in LLP.
Yes you can appoint foreign director in LLP provided existing director must be person resident in India.
maam..
please provide procedure vto follow for raising capital of LLP in Existing ratio
File form 3 for raising capital, form 4 for consent of all partners.
i want to change registered office of LLP in same city
my question is,
1)what is the procedure?? &
which form i should file first- form-15LLP or Form-3LLP?
First form 15 LLP and then form 3 LLP
Hello mam
I file Form 1 and Reserved my name.
I also file form 2 and register my LLP
Now my question that Is necessary to notarize LLP Agreement ?
After filing form 2 LLP, the LLP will file form 3 along with LLP agreement within 30 days from date of incorporation. In that case LLP agreement is not required to be notarised. it is to be printed on stamp paper amounting to X rs. based upon total capital contribution. The designated partners would sign each page of LLP agreement.
Hi ma’am, I wanted to find that if an LLP is in the process of becoming a shareholder of an unlisted private ltd company, is it mandatory for an LLP to have a PAN number ? IF NOT, then will it be still possible for such LLP to become a shareholder if it has applied for a PAN and the application is in progress ? Please reply. Thanks
LLP can be shareholder of Pvt. ltd without PAN
Hello,
I am in process of registering my Firm, as per process I was asked to produce address proof which I did. Unfortunately My electricity bill do not have the full address, Property Tax is not in English (It is in Kannada) and I do not have a Land line. What other address proof can I produce? Please help me with this.
You may require to update address on electricity bill. Normally for registration of firm, property tax in regional language would be accepted.
Maam, the ROC issued the cert of conversion of a pvt ltd co to LLP on 10Feb2015
1. Erstwhile pvt ltd co need not file AR, BS from 01Apr2014to 09Feb2015 since it no longer exists. Is this right?
2. Can LLP close the first accounting year on 31st March 2016 and file forms 8,11 for the first time in 2016?
3. Form 14 was not filed. But company master data shows status “Converted to LLP”. Do we need to file now?
Thanks
LLP has to file form 11 and 8 after conversion for FY 31.03.2015. Yes form 14 is to be filed
Mam, what should be my next step after i receive soft copy of certificate of incorporation by mail. Is it all?
Yes receipt of soft copy of certificate of incorporation is final step.
in a company seeking conversion into llp what if the directors and shareholders are different persons? as there is a requirement in form 1 that the applicant should be a designated partner too. how it is possible in this case.
Whoever is the director shall become designated partner in LLP hence you will have to mention DIN of directors.
Madam,
I have to file Form 11, In form 11 it asks- No. of LLP’s in which he/she is a partner. So if a person is designated partner in only one LLP for which this form11 is filed. Will he mention in this column 1 or 0
Yes you can mention 0 in that column
Very nicely written. I have following querries.
1). What would be the address proof of LLP at the time of Filing Form 2? (Proof can only be on name of director or someone else as LLP is not incorporated yet)
2). Is there must be some relation with the amount contributed by partners and there profit sharing ratio? For eg: A & B both are partners sharing profit in 1:1 ratio, but only A has contributed the fund for LLP amounting to Rs. 1 Lakh. than it will be ok?
Proof can be in the name of any person. Both partners should contribute.
Mam, Is it required that the designated partners (individuals) should also be the partners in that LLP?
Yes
Thanks Mam. So In a LLP if there are four Partners and out of them two are Designated Partners, Form 2 – will be filed as – Partners (4) and Designated Partners (2) or Partners (2) and Designated Partners (2)
2 designated partners and 2 partners
Thanks Mam! In a LLP if there are 4 Partners and ot of therm 2 are Designated Partners then how do we mention in Form No. 4… Partners (4) Designated Partner (2) or Partner (2) and Designated Partner (2)
2 designated partners and 2 partners
How to get LLPIN
It is specified in LLP incorporation certificate
Hello Madam, We are planning to register an LLP. I’m already an employee of an MNC. Can I be a designated partner in an LLP?
yes
Dear Madam,
What will be the commencement date of an LLP? whether it is the date of approval by ROC or the date of LLP Agreement. I am little bit confused. If you please clarify, it will be very greatful to me.
Thanks in advance.
G.S.Pandi
Date of incorporation as per incorporation certificate will be commencement date of LLP.
Maam,
We are 4 directors in the LLP. 2 are designated.
1. Can we give salary to all the partners too (besides the profit sharing as per percentage mentioned in LLP agreement).
2. Is the profit to be shared only with designated partners or all partners.
Thanks.
1. yes you can offer salary to all partners
2. please check LLP agreement and specific provision in agreement about shareholding pattern of partners.
Madam,
We are running a partnership firm for last five years. We want to register the same under LLP. We have following queries :
1) Do we need to change our PAN number and Service Tax registration number?
2) What is the approximate cost for the process?
3) Will our previous professional credentials be counted after transformation to LLP?
I think pan and service tax registration number will change. for more details please call me.
Hello Mam,
I have few query in relation to incorporation of LLP with three designated partners(all are private Ltd co.).
1.) Form-1 allows to fill details of only 2 designated partners.How can i file the details of the third designated partner.
2.) Form-1 ask for date of resolution for the appointment of nominee.Do i need to mention all the proposed name of the LLP in the resolution.And will the same resolution will be valid for Form-2 as well?
Thank you Mam.
1) You can attach Annexure for giving details of third designated partner
2) You need to mention all the proposed names of LLP in the resolution. yes the same resolution will be valid for Form 2.
Thank a lot Mam
Thank you
Hi,
I work for a Pvt. Ltd. Company.
Can i form a LLP with a partner?
WIll i need to inform my exisitng employer first.?
yes you can form LLP with a partner. you will need to check your company policy before entering into LLP
Mam,
I wanted to know after incorporation of LLP can more partners be appointed as designated partners?Is it necessary to admend the deed?It is necessary to bring contribution by the coming designated partners?
After change in contribution or admission of new partner, LLP agreement needs to be amended.
Dear Madam,
Please could you confirm me that a foreigner can be a Design Partner?
Regards.
yes but other partner must be resident in India.
Dear Madam,
I have an OCI card and I would like to form a LLP company with a partner based in India.
From my side, I have to provide a passport copy + adress proof.
But it necessary to be notarized by the Consulate of Indian Embassy?
Kind regards,
Yes notary shall be required from Consulate of Indian Embassy.
Hello maám, I wanted to know the compliance related to change in the address of a designated partner. As per my understanding the Designated Partner has to inform the Central govt of the change through DIN Form DIR-6 and post approval the same must be communicated to the llp which shall inturn file llp form 4 to intimate the registrar.
My question is if there is any specific Form or a particular format in which the Designated Partner inform about the change to llp? am I missing something here?
Form 4 will be sufficient to intimate change.
I have two queries,
1. Can an individual be a designated partner in two LLP’s
2. I am a designated partner in a LLP. Now my LLP is becoming a partner in another LLP and I as to be nominated as a designated partner on behalf of my LLP. – In this case (a) is it possible to do so (b) can the same DPIN be used and (c) i get a salary from my LLP – in this new LLP who will get the salary – can the salary payable to designated partner be paid to the LLP instead?
1. yes an individual can be designated partner in two LLPs.
2. Yes LLP can be partner in other LLP. yes same DIN can be used. Salary shall be paid to individual and not to LLP.
Dear Mam,
I am planning to form a company for Food items Packaging and Marketing. Please suggest whether I have to go for Pvt. Ltd. or LLP formation. What are the advantages or Disadvantages of going for any one.
To choose among Pvt. ltd or LLP, you will have to see that how many will be people, and what would be amount of capital. In LLP there is no minimum capital requirement but in private limited company, Rs. 1 lakh should be minimum capital requirement, Also there is no concept of shareholder in LLP, whoever wants to invest in capital of LLP, should be partner. The LLP cannot be converted in Pvt Ltd. but pvt. ltd can be converted into LLP.
HELLO MAM,
IN CASE OF LLP REGISTRATION, IS IT MANDATORY TO SUBSCRIBE SUBSCRIPTION PAGE IN ONES OWN HAND WRITING JUST LIKE PVT LTD CO??
In LLP there is no subscription page as applicable to Pvt. ltd
one copany is converted to llp on 30/03/2012 and still not filed any of form 8 & 11 till date.
Is there any option so that we can reduce the penaulty.Further the balance sheet signing date is to be near about 5 september ?
After conversion of company into LLP, the LLP shall be required to file form 11 and 8 without fail. There is no option other than filing these forms with penalty.
Hello mam,
Thanks for your article. i would like to clear one of my doubt, we 30 friends would like to start a LLP. most of the partners are NRI.my query is,
1) should all partners submit their address proof attested by indian embassy? or only designated partners
2) is pan card is mandatory for all partners? or only for designated partners?
thanks in advance.
yes all partners shall submit address proof attested by Indian Embassy. Pan card is necessary for all partners.
Hi Meenal,
As discussed, over phone, I have one query….
I own an LLP company since mid 2013 onwards, we are into IT Consulting Service industry, Majorily of Recruitment services.
we used to work on Perm positions with our clients and apart from that we used to get requirements on Sub contract from our existing clients, so i thought of sharing those requirements to my friends company (Private Ltd)… they are aware that i have my own company of an LLP. till recently i was working as an Independent consultant from my own company.
Now they wanted me to work for them on a permanent role with their company..
do suggest, are there any possibility of an LLP member becoming an employee of another company…
are their any legal binding. as a member of an LLP.
Regards
Rajeeva Rao
Yes, you can be employee of Private Limited company. Unless there is no relation ( i.e. no one is your relative of director of that company), you can be employee. Even though your relative is director of company, then company will comply provisions of section 188 of Companies Act 2013.
Yes, you can be employee of Private Limited company. Unless there is no relation ( i.e. no one is your relative of director of that company), you can be employee. Even though your relative is director of company, then company will comply provisions of section 188 of Companies Act 2013.
Is Professional Tax applicable to LLP? If yes, than PTRC is to be taken or PTEC ?
yes Professional tax is applicable to LLP. Both numbers shall be taken
Mam
is it necessary that LLP eform 2 is signed by professionals like CA CS Advocates in Practice?
Or just i shall upload form with my signature only?
Regards
Mayank
Yes it is the requirement of Form 2 that needs DSC of professional.
Me and my friend are planning to register LLP but my friend works in nationalised bank so we need to take premission from bank or llp authority ?
Yes, the partner has to check the company/ bank policy before doing any business. If there is no condition, then partners can set up LLP.
Hello madam,
We (me and friend) run a website development firm “ABC LLP”. We wanted to start another LLP as “PQR LLP” with 4 members as partners.
We want PQR LLP to be the PARENT LLP of ABC LLP.
a. Does a legal entity (like ABC LLP) solely be the designated partner of other.
b. Can I and my friend (from ABC LLP) hold a small portion of partnership and remaining by the PQR LLP.
C. What is the process to change the partner structure if I, my friend and PQR LLP plan to hold- 5%, 5% and 90% of the ABC LLP.
Your help is appreciated.
a. No.
b. Individual can hold small portion of partnership, but not by LLP
c. Supplementary agreement to be executed, file form 3 and 4 with Registrar of companies.
Hi Maam,
Me and one of my friend has started a new trading firm which is not incorporated.We are planning to incorporate only after we expand the business.So can we both use the designation Managing director/Managing partner for our firm before incorporation ?
the definition of managing director and director is different as per Company law. Before incorporation you cannot catagorise as managing director or director.
Dear mam,
My query posted today under “PROCEDURES OF LLP FORMATION” blog seems to be missing.
It was regarding formation of a LLP from a Pvt.Ltd.Company having manufacturing units in Gujarat and Maharashtra…
Would you like me to post it again?
Kindly let me know.
please post it again
Dear Mam,
We have a Pvt.Ltd. company with 2 manufacturing units. (Mother plant in Maharashtra, and a Division in Gujarat).
We have 4- Shareholders.
We are thinking about separating out 1 Shareholder (who runs the the Gujarat division) into his independent own entity by making it an LLP.
How can go about it?
Your opinions would be very much appreciated.
Kind Regards
Mr. Patel
You can register separate LLP in Gujrat.
Dear mam,
My LLP name was approved on 12/07/2014 but the llp is not yet incorporated. So i have again applied for the same name. My question is.. Should i have to change the llp agreement and get it notarised again?
Pls reply as early as possible
Once Name is approved you will require to register within 3 months from the date of approval. I think you cannot apply for the same name if it is already approved, you will need to file form 2 and 3 for incorporation.
While submitting Form-2 for LLP formation should we attach Rental agreement or only Electricity bill/muncipal tax bill. Or should we attach both rental agreement & proof like electricity bill.
For form 2 LLP, you need to atatch electricity bill
Hi Ma’am,
I have a foreign partner in LLP to be incorporated. I am getting all documents of Foreign partner appostiled from Indian Embassy in their Country. My question is regarding LLP Agreement. How will the foreign Partner Sign the LLP Agreement? They have to be in Mumbai for the same??
As per LLP Rules, one of two designated partners must be Indian Resident if 2nd partner is foreign partner. If LLP is to be registered in Mumbai, then purchase requisite stamp paper in the name of LLP, obtain signature of Indian resident partner and then send it to Foreign partner to obtain his signature. Kindly obtain notary on page where foreign partner will sign LLP agreement. After receipt of physical LLP agreement, you can file LLP agreement in Form 3 with ROC.
Hello Maám,
I registered an llp last year but my CA forgot to file the agreement. Now we have filed form 3 LLP with penalty but ROC has marked as sent for resubmission with the following remarks – “Agreement required Rs750 non-judicial stamp paper”. The initial agreement was made on a Rs100 Stamp paper. Now what should we do? buy new Stamp paper worth Rs650? if yes, do we need to notarize it from the same notary or any notary would do?
Do notary again.
In case of incorporation LLP in form 1 name of designated partner should be the same for rest of the other forms too.
Means if I gave X and Y name as designated partner in E-form 1 and A and B name in Form 2 and 3 and 18 will this be possible ?
The names of designated partners mentioned while filing form 2 and 3 of LLP should match to name of designated partners of LLP 1.
Thank You so much mam.
you are welcome
Dear Mam,
We got name approval of LLP then we make Lease deed along with our sister concern (p’ship firm) with one co. for one premise.
We put the same deed as a proof of Registered Address in Form-2 but ROC has asked for compliance of Sec-20 (as the deed is done before completion of incorporation.
We replied for the same stating that we have made deed just for using the office address as registered office & not started any type of business. We have also provided NOC from owner of premise to use the office address. But they denied stating not satisfactory & requested for compounding of offence.
Pl. advice whether to resubmit the form 2 again or any other way to escape from the penalty..
I read that w.e.f. 25/12/12 a newly incorporating co can file Lease deed as a Registered address proof. Whether the same is also applicable to LLP ?
Pl. Advice…
For LLP, you need to provide utility bill of proposed office address. Please submit electricity bill/ telephone bill of that address with the Registrar.
Extremely informative blog Ma’am, It would be of great help if you could briefly explain about the procedure and related compliances for an LLP to take loan from any of its partners or from outside.
It would be treated as partners contribution.
Hi Madam,
I really appreciate your hard work and patience in replying all the queries of people. Very good article on LLP, written in simple and lucid language. Thank you for your fine work.
thanks for your comment
hello mam,
please tell me the detail procedure of converting proprietorship into private limited company under companies act 2013.
For converting proprietorship firm into Private Limited company, registration certificate of firm, no objection from the proprietor to be submitted while making name application with the Registrar.
we had filed form 2, form 3 which got approved.
Now partners wish to change capital contribution and also add one more partner.
Pls guide whether filing supplementry agreement will suffice ?
Yes
Madam, I have recently filed form 2 which was approved. In the said LLP there were three partners and their shareholding is 40 30 30 as per filed Form 2. However now they want to change the holding pattern to 33.33 each.
My query is that is it I required to first registered/ file Form 3 with agreement with their holding as 40 30 30 and thereafter again need to enter fresh agreement with 33.33 holding each
pl reply
While filing form 2 LLP you need to provide capital contribution. It cannot be changed while filing form 3 (i.e. LLP agreement). You can change profit sharin ratio but cannot change capital contribution ratio.
hence, you will be required to file form 3 with LLP agreement with their holding as 40 30 30 and later on after approval of LLP 3 form 3, file supplementary agreement with 33.33 holding each.
Dear Madam,
Can you please tell me whether it is required to file LLP Agreement in Form 3 with ROC and consequences of non-filing of LLP Agreement in Form 3.
Yes Form 3 with LLP agreement should be filed with ROC within 30 days from date of incorporation of LLP. if the LLP fails to do so, the LLP will have to file it with additional fees.
Does both designated partners should be physically present in bank to open a bank account of LLP?
It would depend upon the banking internal system.
ma’am
i am facing the following issue regarding the incorporation of llp ……please let me know solution of this….
“”The llp resumit form-2 attach with subscriber sheet with consent but address proof attach voter id and not attach noc.it require utility bill passport etc.”””
please suggest me .what exactly problem are ……and subscriber sheet and NOC will be make through stamp paper or simple paper ………
While submitting e-form 2 with Registrar, you need to attach consent letter of subscribers and subscription sheet, registered address proof of LLP.Otherwise the form will be sent for re submission due to incompleteness of attachments.
Got CoI for my LLP and now need to file LLP agreement. Can you please tell me the stamp value for Uttar Pradesh for 1 Lakh contribution? Also, could you provide a draft agreement with 3 partners (all DPs)?
Thanks.
It would be advisable to ask the Registrar of Companies of Uttar Pradesh. Please refer LLP rules to obtain draft LLP agreement.
Hello Minal
I am Ragini planning for LLP registration for engineering services .I would like to know if in later stage of business can we start operation for the Product design and production on the same LLP registration certificate or do we need to do some ducumentations or follow procedural apsects when moving from services to product based operations?.
Whether you can start operation for product design on same LLP or not that will depend upon the nature of business of existing LLP.
Madam, In case of One LLP COI is recd. in Feb 14 but Form 3 not yet submitted as originally 3 partners(2 Designated & 1 Normal) but subsequently 2 additional persons intended to join so no LLP agreement was done. My query do we have to first file LLP agreement of Original 3 Partners & then admit new partners or since no Agreement is done by 3. Or can we do in first agreement only with 5 persons by modifying the originally filed subscribers list. kindly reply.
You will have to file form 3 with LLP agreement having three partners because the form 3 itself will get pre filled 3 directors and not more than 3 directors.
Hi – I have to register my LLP agreement in Mumbai and have 2 questions –
1) do I need to print the agreement on Stamp Paper-
2) What is the stamp duty that I need to pay if my capital investment is INR 3,60,000
Thanks
Yes you will have to print LLP agreement on Stamp paper amounting to Rs. 3600/-( it is 1% of amount of capital contribution).
Hi.
I want to exit one of the partners from the llp.
I had submitted form 3 & 4 for cessation of partner.
And query was raised from the roc to resubmit the form 4.
And now I m resubmitting the form 4 it is again asking to file form 3 before form 4.
And when I m filing form 3, then error message is generated that this form is not required to be filed.
kindly resolve the same.
Whenever there is any change in partner, every LLP should file Form 3 with supplementary LLP agreement and Form 4 for cessation of partner ( if there is any cessation) or consent of partners ( if there is any admission of partner). Form 3 and form 4 to be filed simultaneously. You shall be required to file form 3 and 4 together.
Hi, I have filed Form-3 of a new LLP. I have mentioned the same business in Form-3 as in Form-2 which reads as ” TO DESIGN, DEVELOP…….AND IT RELATED SERVICES”. Same words are used in partnership deed also which reads as ” TO DESIGN, DEVELOP……..AND IT RELATED SERVICES OR ANY OTHER BUSINESS IN ANY OTHER MANNER AS DECIDED BY PARTNERS”. But I have received a query from ROC that the words ” TO DESIGN, DEVELOP………IT RELATED SERVICES” should be reproduced and other objects should be deleted signed by the DP/P. What correction I should do? Please help.
Please do as requested by ROC while filing form 3 online.
Thanks for this wonderful blog.
My query is: A LLP was incorporated in July 2012. The CS who did the incorporation didnt make any LLP agreement as he believed it isn’t mandatory. Since incoporation we havent done any business due to some personal reason. Now we wanted to wind up this LLP. A problem has cropped up in winding up is that the ROC wants to levy fine on per day basis for not filing of LLP agreement, which is a huge amount. Please suggest a way out.
You need to file LLP agreement and then proceed for winding up LLP
I want to confirm the date of LLP agreement. Suppose a LLP is registered on 5th April. The agreement date should be 5th April only or it can be 6th or 7th April also. If it could be 6th or 7th also, please mention the relevant rule also. Because the bank is arguing that it should be only 5th April and not ready to open the bank account.
As per Rule 21(1) of LLP Rules 2009, every limited liability partnership shall file information with regard to the limited liability partnership agreement in Form 3 with the Registrar within thirty days of the date of incorporation alongwith the fee. If the registration date is 5th April, the agreement date can be 6th or 7th April. It is right that date of registration is 5th April, but as per LLP Rules, you can execute agreement on any day within 30 days.
My partner is not active as she got married , Even LLP Agreement estamp is still pending.. i want to know what will be the best way to introduce new partner and i want to discuss some other issue.. can i get your email id?
please send me your details at info@abhyankarcs.com
Hello Ms. Meenal,
We found your answers very informative and helpful.
We have got Incorporation certificate recently and we have completed the LLP agreement and printed on Stamp Paper and ready for attachment with Form -3. Is it necessary to put the Company Seal below the Signatures of Designated Partners on the last page of the LLP Agreement ? We have not made the Company Seal yet. We would like to get your expert opinion.
Thanks & regds
On LLP agreement, it is necessary to obtain signature of all designated partners on each page of LLP agreement without affixing common seal of LLP.
Hello Madam,
Thank you for an insightful article.
I want to register and ecommerce website.
1) Is LLP registration for ecommerce site the same as described by you in the blog post or is there any additional registration.
2) how many kinds of registrations are required?
3) where do i submit the required document proofs with the forms,
4) is there any lower limit on the investment declaration
5) can i start llp at home or do i require a commercial place?
Request you to answer all the queries as i have absolutely no idea of these procedures and requirements. i just don’t want to get caught for breach of law.
After formation of LLP, you should make application for PAN TAN, depending upon the nature of business , you may require to apply for VAT, service tax registration. For formation of LLP, you have to submit documents online to the concerned ROC office. LLP can be registered with minimum capital below Rs. 1 lakh as well. You can start LLP at home as well.
For llp with capital of Rs 80000/ the agreement should be on what value stamp paper? Can the stamp paper be franked? Do we have to pay separate stamp duty in Maharashtra and how much?
Rs. 1000 will be stamp duty if the capital contribution is Rs. 80000/- It is applicable in Maharashtra.
PLEASE LET ME KNOW IS IT NECESSARY TO GET SHOP AND ESTABLISHMENT ACT CERTIFICATE FOR MY LLP. IAM INTO HEALTHCARE SERVICES BUSINESS.
REGARDS,
PRIYANKA
Yes Shop act licence is necessary for LLP as well.
i have recently got MY LLP REGISTRATION DONE FROM VAKILSEARCH LEGAL SOLUTION. MY QUERY IS THAT THEY GIVEN ME THE SOFT COPY OF CERTIFICATE OF INCORPORATION BUT I WANT TO KNOW DO WE GET A PHYSICAL COPY OF THE ABOVE. AS THE FORMER HAS DENIED ME SAYING THAT SOFT COPY IS ONLY WHICH THE GOVERNMENT ISSUES NOW.
REGARDS,
PRIYANKA
Yes that’s right, After 2012, the Government has stop issuing hard copy of certificate of incorporation for LLP and Private Limited company. They issue only soft copy which shall be considered as hard copy. If you need certificate signed by Registrar, then you will have to make application for certified true copy and then you will get it from ROC, if needed.
For Striking off of LLP all the attachments required to Franked or stamp
What is stamp duty or franking charges payable for LLP having contribution of Rs 1 Lakh for Striking Off
No, not all attachments require franking or payment of stamp duty. Only indemnity bond should be franked or stamp duty to be paid on it.
For Rs. 1 lakh, capital contribution, the stamp duty would be Rs. 1000/-
Dear Mam,
I have submitted Form 2 for LLP incorporation. RoC has made a query to give NOC from the owner along with Form 32.
Property is owned by the mother of one of the Designated Partner.
I would like to ask you, what should be attached along with NOC in form 16 as mother have electricity bill, property tax bill but misplaced index-II.
Do I also need to certify that the place visited by the CA/CS.
Warm Regards
Copy of electricity bill or property bill of owner will be acceptable. In case of LLP no need to certify that place is visited by CA/CS as per requirement of form 2 is concern.
Hi,
I am in the process of registering a LLP firm, Which bank is supports this type of business?
What type of Bank Accounts should be opened?
What is required for opening an account?
For Online business, which Accounts best supports credit card transaction?
Meenal You should have an article on Banking Accounts for LLPs.
Thanks and Great Article.
After formation of LLP, you should open Bank account in the name of LLP, which is normally a current account. For opening of bank account, you will have to submit Certificate of incorporation of LLP, Copy of LLP agreement, resolution for opening and operation of account, specimen signatures of two designated partners, copy of pan card of LLP. The current account also facilitates online transactions. Normally all nationalised banks or cooperative banks support this type of business, but i would advise you to visit the bank and then decide.
Thanks Ma’am for such an Educative Article on LLP.
I wanted to know when can a LLP start functioning its business?
Can a LLP start its business on receipt of LLPIN without filing Form 3,etc?
Are there any other requirements to be fulfilled before commencement of business activities?
After obtaining certificate of incorporation, an applicant has to file form 3 along with LLP agreement within 30 days from the date of receipt of certificate of incorporation as per LLP Rules. After commencement of business activities you shall be required to fulfil compliance as per LLP Act. Please refer this link https://blog.abhyankarcs.com/company-formation-in-india/compliance_llp/
For closing LLP, you will need to file Form 24 with ROC along with the attachments mentioned in the form. Please refer the same format which are applicable for striking off the company name from Registrar.
Madam,
Got the LLP InCorporation Certificate on 3rd April 2013. Till now we not Uploaded Form 3 Agreement . What might be the penalty incurred till now…
Please Advise
Thanks
As per LLP rules, within 30 days from the date of receipt of incorporation certificate, Form 3 should be filed with ROC. Otherewise there will be penalty. Please check penalty under calculate of fees on http://www.llp.gov.in
I am a designated partner for an LLp. But due to dispute between myself and partner we have stopped carrying out any business 8 months back. Now i need to windup the LLP but the other partner is not at all coperating for the closure. Can i go ahead and wind up the LLP alone ?
Yes you can go ahead for winding up LLP
Hi, I appreciate your effort in keeping others updated with knowledge. Can you tell me whether
1) HUF’s can be partner’s in LLP?
2) if yes can they be designated partners and is it must for a individual to be designated partner only
3) 1Individual & two HUF’s as pertners can they form LLP?
Thank you in anticipation.
Regards
Pankaj
As per LLP Rule and LLP Act, HUF cannot become partner in LLP.
I recieved my LLP COI on 28 Jan’14. However my CA had drafted and notarized the LLP Agreement on 11 dec’13. I would like to know I can file form 3 using this agreement or do I need to draft a new agreement.
You will have to execute LLP agreement within 30 days from the date of receipt of certificate of incorporation and not before as per LLP Rules.
Hello There
i would like to clear some of my doubts before registering software development company and consultant LLP.
suppose we start a company and we havnt got any clients and seems to be like no business for the first three years . so do we need to run auditing .if the company hasnt done auditing for the first 3 years because of no business what will happen. does the company has to pay any fine.
how much will it come for auditing. can the company able to do auditing or company need to fix someone for auditing like any registered auditors and how to show no returns letter with out auditing
do we need to make separate license or any separate registration for consultant along with software development.[ software development and consultant LLP]. if its yes, how much will it come for that. does it need to renew every year
i will be pleased if you could forward further and deep information. i am waiting for your reply
thank you
Abdulkader
If you are interested to form LLP, it is not mandatory to appoint Auditor. If LLP has not carried any business, it shall be required to file Form 8 and 11 every year before due dates. Otherwise there is heavy penalty for non compliance.
Hi,
Thanx for such a great help. I need help regarding filling of Form 3. I have received certificate of incorporation and I have made LLP agreement. Now during filling of Form 3 It is required to individually fill up All rights and duties and other clauses of LLP agreement. How we have to fill those clauses? It ll be really kind if you can provide me with Form 3 Filled Sample.
In form 3 you will have to mention all relevant clauses as per LLP agreement. I would advise you to specify only clause number and important explanation because there is little place to fit the whole clause.
Hello,
Please advise whats the approx time frame for entire process from step 1 to llp company being formed being done in Mumbai.
As far as my experience it would take 10 working days to get the approval after submission of each form. It would also depend upon the correctness of the documents as required to be filed with ROC Mumbai.
Thank you for feedback.
I have given my application to my lawyer around 16th October 2013 but still i haven’t received Certificate of Incorporation.
Its been almost 3 months and every time i ask him whats the reason of delay he says that it is central government procedure and not receiving feedback from them so its taking time. Is this true or we can assume the delay is from lawyer’s end.
Your feedback and advise will be highly helpful.
In the normal circumstances, ROC takes 3 to 4 days maximum 7 days depending upon the work load to scrutiny the documents, e forms of incorporation. It should not happen because the you cannot incorporate the company beyond expiry of 60 days from the date of receipt of approval letter. If there is any delay from ROC, it would be better if you can personally check with ROC concerned person or you have to raise ticket and ROC will reply to you within 2 days. I would advise you to please get Service request number from the layer and all eforms which he has filed online and visit the ROC personally and also raise ticket.
My client has received the Form 16 – LLP Incorporation certificate today after 3 months from the date of application. Now, the client’s business address has changed within the same state but in a neighbouring district. Will filing form 15 be enough or should the partners also make an application for change of address? If yes, what form should be used – DIN-1 again?
After obtaining certificate of incorporation (i.e. form 16) the partners have to execute LLP agreement and file with the Registrar of companies within 30 days from the date of receipt of certificate. I think you cannot change the business address during filing form 3 (LLP agreement), but you can specify different address which will be different from registered address of LLP in agreement.
Dear Ms. Meenal,
A sincere and nice effort! Congratulations. It is quite informative and educative.
Thank you!!
Hello, I have applied for Name reservation for LLP and got the same, but now i need to make changes in the capital structure and file a new name registration form, while doing so at the time of pre-scrutiny a msg like “the form is already been file” – need to know whether my form will be taken on record with this error unresolved, if not what should i do ?
Since you have already applied for the name for LLP, you cannot file new file with the same name. You cannot change the capital structure between registration of LLP.
Excellent Blog. A quick question in LLP Incorporation. You state that we need not file Form 4 if the all the partners are included in Form 2 during incorporation. Could you please provide some reference on this – updated ROC procedure.
Earlier the partners had to provide Consent letters & attach those to the Form 4 but since June, 2011 the LLP website is migrated & new forms are in place, the partners have to provide consent letters along with Subscription sheet & attach those to Form 2 & not to Form 4 if it is related to incorporation. I hope this resolves your question.
Thanks, that answers my question. Can I bug you with just one more query. Form 18 and Form 2 were filed on 19/12/2013 and transaction status yesterday was “Resubmission Required.” On clicking that, the portal says “Kindly ask for Filing of Pending Forms. Form should be resubmitted by 25/01/2014 failing which the eForm shall be treated as invalid and shall not be taken on record. (Please refer Rule 36 of the Companies Regulation, 1956)” and that “Form18LLP and Form2LLP” have to be resubmitted. It gives no reason for this request. If I have made a mistake and if informed, I can correct the same. Calling MCA help desk, they ask me to call ROC, Chennai. Sent ROC Chennai a mail, but no response, and their board numbers – there is no response. If you can throw some light, it will be very helpful.
It would be advisable for you if you can contact ROC office and get it sorted out.
Dear Madam, Have received the LLP Incorporation Certificate and also filed Form 3. Our LLP basically invests in Shares of Listed Companies. LLP was created by converting an existing Pvt Ltd Co. Shares belonging to the Pvt Ltd Co were pledged with NBFC to raise funds ussing Loan Against Securities facility. We were informed that this is pledge and not creating a charge. We plan to do the do the same thing here with the LLP. Shares belonging to the LLP will be pledged with NBFC to raise funds. Please comment if this is still a pledge or will it called a charge. Do we need to file any new Forms because of the New Companys Act. Thanks.
This will be charge and you will have to register Charge by filing Loan agreement with ROC within 30 days from the date of creation of charge.
this was very useful, but i have a query here.
Is an office place necessary for LLP formation, if i dont have any working place what are the alternatives?
could you please suggest?
While registration of LLP, you will have to file address proof of proposed LLP. You have to show office place either home address or work place. The place of business would also depend upon the nature of business.
Hello Ma’m,
I recently registered an LLP at home address. Does it require a board to be put outside? Also, we recently registered for PAN and they refused to deliver it since we didn’t have a board outside. If we register a company at home address, then there is a problem of having to convert our Electricity connections to commercial. The minute we put a board outside, I’m sure, our EB guy would come in to convert it to a commercial connection. Is there any way around this?
Yes, the name board should be put outside the office.
Dear Mam,
We have filed Form 3. However the form has been marked for resubmission since 2 of the 3 partners are NRI’s.
1) Form 9 has to be submitted by all the partners.
2) Submit an acknowledgement of FIPB application for FDI approval with an undertaking that NRI will bring FDI only after prior approval of FIPB and compliance of FEMA/RBI directions.
Kindly guide us about the procedure for FDI approval.
Regards,
Priya
Please call me.
This is very useful post for startups like me and persons who need information about llp like me. Thanks for such a great blog.
I have registered a LLP Company recently, but i have doubts in assigning designations for me and my partner. Shall i use Terms like “Managing Director”, “CEO”, “Chairman” or simply “Director”. Is there any rules regarding using designations for a LLP Company? Because i am not interested in using designations just like “Partner”. Please Advice.
Under LLP Rules, there is no provision of appointment of Managing director, hence you will be only known as Designated partner.
Hello Madam,
This is a very informative blog both for common man and also professionals. I would like to know that if there are only two partners in an LLP, is it possible that one partner be a “Sleeping Partner” and the other an active partner?
Yes, two partners should be designated partners and one partner can be sleeping and other be active partner.
One of my clients who is a Pvt.Ltd. Company wants to convert into an LLP. There are two Members who are the Directors of the Company. One of the Director is in default of filing Annual Return of another Pvt. Co. in which he is a Director. My question is whether the Director can be a designated partner of the Converted LLP. Because this is not a disqualification as per the LLP Act but will his DSC be accepted while filing forms for Conversion into LLP.
I think there would not be any problem if the director will become partner of proposed LLP.
Hi Madam,
We have a plan to start a service business through online platform ( Website ). Customers will buy our service through the website by primarily paying the fees through online payment gateway ( netbanking etc ). Now my question is, can we form a LLP to operate this business ? Can a LLP sell a service / product via online gateway ?
Regards
Yes you can form LLP to start service business through online platform. If you need any help in registration of LLP please call me.
Thank you for your informative post,
I have started an LLP , but i am having trouble opening a bank account as no bankers know about this form of business. The Partnership letter that the banks give, have clauses regarding unlimited liability of the partners . They do not have a form for Limited liability . Really appreciate your help
Please show LLP certificate of incorporation to the bank. or else change the bank and open bank account where it will accept LLP registration.
Hi.. I am forming an LLP to be registered in Madhya Pradesh. I want to know the amount of stamp duty to be paid for Rs. 100000/- contribution by partners and whether LLP Agreement will required notarisation or simply printing on Stamp paper will do.
I would advise you to check with local notary about the stamp duty required for LLP agreement. LLP agreement will not be required notarisation, simply printing on stamp papers will be sufficient.
Excellent Blog. I propose to convert a 12 year old pvt ltd co to a LLP and the only reason is to avoid paying ddt and to share the reserves and surplus. Me, my mother and wife are the only share holders and directors. All ROC filings have been filed and are current. I would like to finish the conversion by Jan/Feb 2014. My query is as follows: a. Will we be issued new PAN. b. what would happen to advance tax paid on behalf of the Company. c. My guess is that I will be filing the IT and ROC return for YE 31/03/2014 for the LLP and not the Company. d. Since this is a conversion, will the Company become non-existent and the LLP come into existence on the same day. Thanks for your time.
a. After conversion from Private ltd to LLP, you will have to inform Income Tax authority to change the name(PAN will remain the same), b. even to Advance tax authority. c. if the conversion gets finished in the Financial year 2014, then ROC return for 31.03.2014 shall be filed for the company. After conversion, you will have to inform Registrar of Companies accordingly.
Thanks for the response. We have filed Form 18 and 2 yesterday. On receipt of Certificate of Incorporation, we will be filing Form 3 with the LLP Agreement. regarding my earlier query, NSDL informs me that a NEW PAN has to be applied for the LLP and they do not have any conversion procedure. Once Form 3 is accepted, I assume that the LLP has come alive. We will have to file Form 14 to inform the LLP regarding the conversion and this would close out the Company as far as the ROC is concerned.
Regarding Income Tax, I am informed that I will have to file a return for the Company and another for the LLP on or before 31 October 2014 and account accordingly. All transactions till the LLP becomes fully functional, will be accounted in the Company and IT return filed with that data.
Looking forward to your comments.
Yes after conversion from Private Limited to LLP, since the status of the the existing company would come to an end, new PAN card should be obtained and also you will have to file Income tax return, for Pvt and LLP.
Hello,
I had submitted papers for LLP in Jharkhand in the month of October. I got my DIN on 4th Nov. Could you please tell me how much more time is it likely to take before the entire process and when will i get the LLP documents including PAN
After obtaining DIN, you will have to get DSC, file name application, LLP agreement. The time to form LLP would depend upon how timely you will file document as and when required by ROC.
We have formed and llp and filed form 2 with 2 partners (both designated partners, as per the requirements), and still awaiting for the incorporation document.
a. What is the average time to get approval for form 2 (incorporation document)
b. A friend of us is interested to join us as partner. Can we add him now (after receiving the incorporation document) and file form 3 agreement with 3 people as partners?
Normally it would take 7 working days for approval of form 2. It would also depend upon ROC to ROC and other pending works with them. It would be better if you can directly contact to ROC where you have applied. Regarding addition of 3rd partner, you cannot do so because in form 3, after inserting Certificate of incorporation number, the system will automatically get pre filled all the data ( like DIN, capital contribution, address of LLP) and you cannot add new partner at the time of filing form 3. You can do it after approval of form 3 by filing form 4 with ROC.
There are 3 partners all are Designated Partners.
2 are NRI (Indian Citizen, left India 2 years back for Job).
I have few questions :
1. Whether Subscriber Sheet and Agreement (Both or only Agreement) needs to be Attested by Indian Embassy in USA? If yes, is there any other alternative because its very difficult to get it attested?
2. As Both the partners are contributing to the firm from Income earned by them in India. LLP will be an online portal providing platform to buyers & sellers. Do we need to get RBI approval or only Intimation is necessary?
Thank you.
Answer to 1st question :- the subscriber sheet and agreement (both) should be attested by an Indian Embassy in USA/ notarised from Foreign public notary and apostile.
do we have to apply for new PAN or just apply for correction in old PAN itselt if we are converting from pvt ltd co to LLP ?
I think you will have to make correction in old PAN after conversion from Pvt. ltd to LLP.
Dear Madam, As per NSDL, we will have to obtain a new PAN for the LLP. I am in the process of converting a pvt ltd co into a LLP and had enquired on this with NSDL. have filed Form 18 and 2 and awaiting for Certificate of Incorporation.
Thanks for providing updates
The LLP is formed converting existing partnership firm. The certificate of incorporation in prescribed form No. 19 is issued dt. 21/10/2013.
Now, should i prepare LLP agreement in stamp paper of Rs 500 (Mumbai) since capital is Rs.50,000/- and it is located in Mumbai?
What will be the commencement date since if i execute agreement on 28/10/2013, which date should i mention as commencement date in the agreement.
I believe i cannot back date. Shall it be 21/10/13 or execution date 28/10/2013 or should it be 18/08/2013 i.e, original date of application for registration of LLP?
Shall i file form 3 on or before 21/11/2013?
Can i open bank account in the name of LLP after passing the resolution or do i have to wait upto approval of form 3 and agreement by registrar?
Thanks in advance
Sorry for the delayed reply. After obtaining certificate of incorporation, you have to file form 3 immediately within 30 days from the date of agreement. If the execution date of LLP agreement is 28. 10.2013 then you will have to file form 3 on or before 27.11.2013.You will have to wait for approval of form 3 and then can open bank account.
Nice blog.
I would like to setup either a Limited Liability partnership firm or a Private company in Tamilnadu for the Software business.
Could you please assist me? Thank you.
Yes, I can help you register a company in Tamilnadu. Please call me to discuss. Thanks.
Dear Madam,
Is it possible for a NRI to become a designated partner of a llp. Assuming he brings in FDI but has a NRO account, will it be possible without prior approval from FIPB?
yes NRI can become a designated partner of a LLP but the other designated partner should be resident in India. Whether FIPB approval is required or not, will depend upon the nature of activity. You will have to see whether it is coming under automatic of approval route of FDI Policy
Hi Mam if two share holders form 10 private limited companies is there any problem in their separate legal entity in respect of income tax and service tax. is service tax exempt up to 10 lakhs for each private limited co even though only two shareholders- directors register 10 pvt. ltd. companies to claim exemption from service tax?
If two shareholders form 10 private limited companies, each company is separate legal entity in respect of income tax and service tax. yes service tax is exempt up to 10 lakhs for each private limited company even though only two shareholders -directors register 10 private limited companies.
very infomative
Dear Mam,
I am starting a Pre school in Jaipur with low capital investment , request your suggestion on below points :
1. shall we start it with Proprietor firm and letter convert it in pvt ltd , what will be legal and taxation related liabilities if we d so in both the case (If Proprietor or if Pvt ltd)
2. what all certificate requires to apply for school (TIN / VAT / PAN/ service tax etc)
3. If school comes under service category then can I also do trading in same registered firm . kindly suggest.
If you would like to start pre school in Jaipur with low capital investment, you may start as a proprietorship initially. As far as Income tax is concerned, you will file Income tax return every year.
Hi Mam,
I would like to say thanks for such a helpful & informative blog.
Mam i want to know consideration of residential status while forming pvt. ltd. firm.
In last FY client status was NRI. This Year on July he returned back to india.Now if we want to form company hows his residential status will be considered.
The residential status of a person is decided as per Income Tax Act, 1961, ( I.T. Act) and Foreign Exchange Regulation Act, 1973. In the both cases, the concept of NRI is different. Under Income Tax Act, the residential status of a person is determined on the basis of number of days he stays in India whereas under FEMA, it is the intention of a person to be in India or outside India would be an important factor determining his residential status. He will be treated as non-resident if he stays in India in that year for less than 182 days. Hence i advise you to please refer definations under two Acts in detail and then determine his status.
Hi – Should I notarize the LLP agreement (Both the directors are in India)? My counsel is saying that LLP agreement cant be notarized..
Pls help me out …
Thanks
If both the partners are resident in India, then LLP will not be required to be notarised.
Is that necessary to file form 4 in the case of newly incorporated LLP
Form 4 is not required to be filed at the time of incorporation of LLP.
Please advice……can property Documents and NOC from the partner is enough for showing address proof of registered office, as building in which registered office is to kept is new and no Electricity bill or Phone bill is available
Copy of Index II, electricity/telephone bill of place where the client wish to form company. The Registrar of Companies would accept copies of any of theses documents along with NOC from an owner.
hello mem
i can start a travel besd business but i have no regestred a firm & i have no bank account becouse a lot of proglem payment in hotel , rec the guest payment, plz sagest mem , regestration & open my company bank account
You can register proprietorship firm.
Is it mandatory to have a office address for LLP formation as i want it to start a website. If not i would be keen on seeking your expert guidance for formation of LLP. Thanks in advance
For registration of LLP, it is mandatory to have office address because you will have to submit address proof of place where you would like to register LLP
Form 2 is filed and incorporation certificate is received dated 3rd July 2013. Now the designated partners want to cancel/dissolve the LLP.
Should Form 3 be filed first and then they can dissolve the LLP?
What is the procedure to cancel/dissolve the LLP?
Form 3 is to be filed within 30 days from the date of receipt of certificate of incorporation. If the designated partners wish to cancel/ dissolve the LLP before filing form 3, they cannot do so because it is already incorporated.
For dissolution they have to first of all file form 3 and go for dissolution / winding up. For details, refer LLP Act, 2008 and “ Limited Liability Partnership (Winding up and Dissolution) Rules, 2010.
Mam
Can u please tell me the procedure for closing LLP
Please call me we will discuss.
Very Informative Blog…thanks
The best article I have come across for registration of LLP. Contains the entire procedure accurately.
A query- Is there any provision for transfer of ownership to another person in the LLP Act? For eg: If a partner wants to sell his share of capital as well as profits and exit the business, how can he do so?
Thanks for the comment. The LLP Act and LLP Rules both are silent about provision for transfer of ownership to another person. You may provide the provision in the LLP agreement.
Section 42 of LLP Act, 2008 provides that a partner of an LLP can transfer his beneficial interest in an LLP to a third party but such transfer will not give right to third party to participate in the management of LLP or any access to LLP information neither it will result in disassociation of the transferring partner from the LLP nor the transferee of such interest would become a partner.
Can you please let me know your question.
in continuation of my question
partnership firm is not registered under partnership act,1932
question : i habe filled form 17 and form 2 also i will get certificate of incorporation?
Can you please clarify me in detail? or else please call me.
i am converting a partnership firm in to LLP
i have uploaded form 17 and form 2,
the LLP located at Mumbai, the firm was having a loss and was running for 1year and 3 months.
question :it will take how many days for the roc department to give llpin no and after getting it i need to apply for the new pan no or change in the name only
While conversion of Partnership firm into LLP, e-form 17 shall be required to be filed with the Registrar as per Chapter XV of LLP Rules,2009 and as per Section 58 of LLP Act, 2008. Both LLP rules and LLP Act is silent on period of acceptance of form 17 and time it will take to issue the certificate.
What if Form 3 is filed after 30 days of incorporation date?
As per 21(1) of LLP Rules, 2009, LLP shall be required to file information with regard to the LLP agreement in Form 3 with the Registrar within 30 days of date of incorporation along with fee. What is the cause & consequences are not specified in Rules. Regarding fine, if any, please check with RoC concerned or check the fees on LLP portal by mentioning the date of agreement as date of event.
Can Form 3 be filed after 30 days of incorporation? Is there any late fee applicable for Filing Form 3 after 30 days of incorporation?
I have replied it yesterday please check the answer.
I have an llp running a business of providing financial services and the partner has now turned to be an NRI.
i have a doubt can a nri partner still be a partner of llp. are there any rbi rules which prohibits nri partner in case of the business of providing financial services ? please revert back asap
In LLP, NRI can become partner. There are no restrictions, but other partner should be resident in India. I don’t think it will prohibit NRI being a partner in LLP which is providing financial services.
There is a specified format for subscriber sheet in Form 2. And it requires a Signature of a professional as witness. Does this professional has to provide his membership number, name stamp etc on this sheet?
Can I have my home address as registered address and still have another office space rented as my actual place of work? If so, what are the legal requirements that have to be taken care?
Name, Address, occupation and membership number of professional in witness column of subscriber sheet would be sufficient without affixing stamp.
you can register LLP by submitting address proof of home. If you have another office space on rental basis, please execute Lease agreement in the name of LLP after registration of LLP for office purpose. In that case home address would be registered address and other will be head office.
in continuation of earlier reply, you can also mention the another address for office purpose in the LLP agreement while registration process.
Thank you mam I am grateful to you for your suggestions on LLP Formation through your suggestions all my queries have been resolved.
The DIN Form 1 requests digital signing by CS/CA,etc.
Instead of approaching a CS or CA cant I do it individually myself? Or is there any other alternative as I have been wanting to do the whole process by myself.
DIN 1 form should be digitally signed by CS/ CA/CWA who is in whole time practice as per DIN Rules. Without his/her signature you can not file DIN 1 form online.
Hello,
I have a couple of questions regarding LLP as I am thinking about registering one.
1. I hear closing down the LLP legally can take a couple of years. Is it true?
2. What if our annual turn over is below 10 lacks, do we have to audit every year even then?
3. Lets say the business is not making any profit. Do I have to really close down the LLP or is there any issues or formalities involved if the LLP remains inactive for say like 2 or 3 years? I mean do I have to audit or anything like that?
thanks for such a great article. Really appreciated!
1. Yes. It will take around one year to close down LLP.
2. If annual turnover is below Rs. 10 Lakh, audit for every year is not required.
3. Even if there is no business transaction no profit, you have to comply annual filing. i.e. filing of form 11 and 8.
Hi Meenal,
I am planning to register for an LLP.
While applying for DIN, it requests for practising Chartered Accountant to sign it.
Since you are practising, will you be able to assist on this?
Or will anyone sign the document for me?
Also, we are planning to start an e-commerce website. I require assistance in the Government norms pertaining to it.
Could you please assist me in the process? There are a few companies who do this process. But, I want to do it myself without going through agents. Your blog directs me perfectly on LLP process. I need information on some more aspects.
Please help me on this.
Regards,
SRIRAM NATARAJAN
Pune
Yes, being Practising Company Secretary I can certify form DIN 1. There are couple of questions which need to be discussed. Please call me.
What would be the approx. total cost of registration of the LLP including the govt. fees & agreements?
Could you please provide a brief break-up of the cost?
Cost of LLP formation differs from case to case. There are different factors which needs to be considered.
All the details needs to be discussed before finalizing the quote hence please call me. Thanks.
Hi Minal,
I have registered LLP company and form 1, 2 is approved.
total investment is 25,000 Rs only
After uploading Form 3, i got question on it to prepare agreement and pay stamp duty on it
Can you please tell me how can i prepare it and how shall i pay (amount and online or other) stamp duty on it?
Thank you
After approval of e-form 2, you must have received Incorporation certificate. Form 3 ( LLP agreement) shall be required to be filed with Registrar Of Companies within 30 days from the date of issue of certificate. You shall be required to execute LLP agreement on stamp paper. The amount of stamp duty to be paid on execution of LLP agreement will be based on place where it is to be executed. It varies from state to state. Since you have not mentioned in which state you are executing LLP agreement i cannot tell you amount of stamp duty. Yes, Stamp duty to be paid by way of purchasing adhesive stamp paper and not online. Suppose you are executing LLP agreement in Maharashtra, the stamp duty on LLP agreement shall be Rs. 500/- as per Bombay Stamp Act.
A) For LLP, can Partners be added later on as the Business Grows?
B) Can the Partnership Agreement be amended later on for various purposes?
Yes, Partners can be added later on as business grows. Yes, Partnership agreement needs to be amended for various purpose like admission of new partner/ removal of existing partner, change in capital contribution, shifting of registered office.
Dear madam
#1 Can foreign company be partner in LLP in addition to 2 Indian partners?
#2 How can foreign company take back profit earned from india to it’s native company?
#3 Are there any tax to be paid over it in India or does it pay in home country?
Thanks
1. Yes Foreign company be partner in LLP in addition to 2 Indian partners. The couple of questions require consultancy. Please call me.
What is the convenient way to pay stamp duty of Rs. 5000 in Maharashtra for the LLP agreement
1) Stamp Paper
2) Franking
The mode of payment of stamp duty by way of franking would be the convenient
To apply for a DIN we need a digital signature and to apply for the Digital signature we need a DIN. Does that mean for first I need to get a professional CA to provide me with his DS so that I can get a DIN #??
Yes , first of all DIN 1 to be certified by CS/CA/CWA (in whole time practice). You can apply for DSC simultaneously.
Form DIN 1 should be certified by Company Secretary or Chartered Accountant or Cost Accountant (those are in Whole time practice).In case eForm is signed by Chartered Accountant (in whole time practice) or Cost Accountant (in whole time practice) or Company Secretary (in whole time practice) Select whether he/ she is an associate or fellow.In case the professional is a chartered accountant (in whole-time practice) or cost accountant (in whole time practice), enter the membership number. In case the practicing professional is a company secretary (in whole-time practice), enter the certificate of practice number. and enter his/her membership number.
In case eForm is signed by secretary (who is member of ICSI), in whole-time employment, of existing company in which the applicant is proposed to be a director Enter Membership number of the secretary in whole-time employment of existing company. Enter Corporate Identity Number (CIN) of the company of such secretary. Status of the CIN should be ‘Active’. You can find the CIN by entering the existing registration number of the company in the ‘Find CIN/GLN’
service at the portal (www.mca.gov.in).
Application has been made for name approval of LLP. 2nd preference name has been approved instead of the first preferred name. Can objection be raised for allotment of the 1st preference name?
Once Form 1 of LLP has been filed with few proposed names with preference, the Registrar of Companies has final authority to select the suitable name. Objection can not be raised for allotment of 1st preference name once ROC selected 2nd preference name.
What is the difference between Designated partner and partner in a LLP?
Please clarify the doubt…
Designated Partner means first partners of LLP like promoter of the firm. They are working partners. Whereas partner are non working partners like sleeping partners. Duties, rights and powers of Designated partners are more than partners for. e.g. signing LLP e-forms, statement of accounts, annual return, signing authority on cheques, demand drafts and all other necessary documents of LLP. Designated partners should have digital signature certificate.
Designated Partner means first partners of LLP like promoter of the firm. They are working partners. Whereas partner are non working partners like sleeping partners. Duties, rights and powers of Designated partners are more than partners for. e.g. signing LLP e-forms, statement of accounts, annual return, signing authority on cheques, demand drafts and all other necessary documents of LLP. Designated partners should have digital signature certificate.
Very informative blog! Thank you. I wanted to know that in case we want to convert a sole proprietorship concern into an LLP, how do you go about transferring the assets of the sole proprietorship to the LLP? Does this need to be shown as contribution of the partner and mentioned in the LLP agreement?
While converting a sole proprietorship concern into an LLP, assets and liabilities of proprietorship shall be taken over by LLP and this clause shall be mentioned in LLP agreement. The assets and liabilities of proprietor shall be treated as capital contribution.
Hi Meenal,
Thanks for writing such an educative blog. I have few queries.
1) What is the procedure for obtaining Digital Signature?
2) If one of the partners is abroad, can the LLP be registered without his physical presence in India?
3) Is it necessary to register the LLP in the same state in which the registered office would be?
4) Tentatively how much time does it take for creation, registration and commencement of business by the LLP?
Thanks & Regards,
Nipun
1) You have to fill up DSC application form ( with e-token or without e-token) and obtain DSC
2) If one of the partners is in abroad, he can send notarised documents which are necessary for LLP formation.
3) yes, it is necessary to register the LLP in the same state in which the registered office would be.
4) Normally with two Indian partners, it would take 20 days to incorporate LLP depending upon documents submitted with Registrar of Companies. If any foreign national or NRI will be partner, it would depend upon the facts of the case.
Mam,
Director of the company means the owner of company.More than 2 person may be director at any company (p)LTd.
No. Director of the company does not mean owner of the company. Director acts as officer of the company which means that he is employed by the company to run it. For. e.g. to enter into contract on behalf of company with clients, customers, suppliers, banks, lenders, vendors etc. His duties and powers are decided in the Articles of Association of the company. The shareholders are the owners of the company. Often, with small /start up companies, or medium size company, directors and shareholders can be same persons.
Regarding second question, more than 2 person may be director at any private limited company. As per Articles of Association of Private Limited company, the number of directors shall not be less than two and shall not be more than twelve.
Thanks,
AT THE TIME OF MENTIONING DETAILS OF DESIGNATED PARTNERS IF HIS RESIDENTIAL STATUS IS NOT HIGHLIGHTED IN FORM-1 FOR LLP REGISTRATION AND A MESSAGE IS SHOWN THAT ONE OF THE DESIGNATED PARTNER SHOULD BE RESIDENT WHAT WOULD BE PROCEDURE WHETHER DIN 4 IS REQUIRE TO BE FILED
Yes, DIN 4 is required to be filed to update the residential status.
Hi Mam
Thank you for providing such an information.
I still have query regarding stamp duty on LLP agreement.
Is LLP agreement same as instrument of partnership ?
If yes then the stamp duty on instrument of partnership is 500 in Maharashtra so for LLP it would be same if i am not wrong.
Just require clarification about stamp duty on agreement in Maharashtra.
Thanks a lot…………
Hi,
LLP agreement is not same as instrument of partnership.
But the stamp duty on LLP agreement and on Partnership agreement is same.
Thanks.
madam, your blog is very informative.
Thanks!!
Hi Meenal,
Is digital signature mandatory by professional to file FORM 2?
And what are Incorporation Document and Subscription Statement. Please post a format. Thanks
Yes, it is mandatory to attach DSC of professional to Form 2. You can get format of incorporation document and subscription statement in the form-2 itself (see Paragraph 15 of Form 2)
Starting with the words:- “We, the several partners whose names are subscribed below, are desirous of being formed into a LLP for carrying on a lawful business with a view to earn profit and have entered or agreed to enter into a LLP agreement in writing.”
Subscription sheet including consent to become Designated Partner/ Partner to be attached to form 2. You can get Consent format from Form 4.
Hi Meenal,
There is no Subscription Statement (paragraph 15) as you have mentioned. Kindly provide further details.
How much is the stamp fee for registering LLP in Hyderabad, Andhra Pradesh. And how it needs to be paid (online or buying stamp. If stamp what is the value). Thanks.
The format of Subscription statement is mentioned in e-form 2. The stamp duty is payable on LLP agreement as per the Stamp Act of the state in which it is to be executed. It varies from state to state and based upon amount of contribution.Where the capital contribution does not exceed Rs. 5000/- (Rupees Five Thousand), Stamp duty is Rs. 100 /- (Rupees One Hundred), in any other case it is Rs. 500/- (Rupees Five Hundred) as per Stamp (Andhra Pradesh Amendment) , Act 1922.
Thanks,
In continuation to earlier answer, the stamp duty shall be paid on instrument of LLP agreement by purchasing stamp paper.
Very informative. One more doubt is whether is it obligatory to intimate to ROC in form 3 in case of any change in profit sharing ratio due to transfer of a part of the economic rights to another person not being a partner or D.partner,Please note that the intention is only to transfer Economic rights and not to make him a partner.
Yes, it is mandatory to intimate RoC for change in profit sharing ratio in Form 3.
Hi meenal,
As per my understanding, LLP Can commence business on receipt of incorporation certificate. There is nothing in act, which stop from commencing business ?
Request you to please confirm my understanding.
Thanks for your question.
Once an applicant gets LLP certificate of incorporation, he/she has to submit LLP agreement along with e-Form 3 to the concerned RoC in which details of partners, their contributions are mentioned. Even though nothing is mentioned in the Act about commencement of business, as a procedure, only after approval of Form 3 one should start business. Also need to note that for starting any transaction, you need a PAN in the name of LLP firm. You will also require to submit the LLP agreement (approved by RoC) to the Bank for opening Current account.
So in my opinion after approval of Form 3 one can commence business.
Do we need current account for filling for PAN/ Tax return for the LLP ?
YES
I recommend the author to all those who need to know the procedures to be followed for incorporation of an LLP in India . Well superscribed.!!!!!
Good…!
IN CASE OF LLP AGREEMENT IS IT MANDATORY TO TAKE PRINT ON RS 100 STAMP PAPER AND IN RESPECT TO STAMP DUTY THAT NEEDS TO BE PAID. IT IS THROUGH NETBANKING, CREDIT CARD ETC OR OFFLINE PAYMENT???
It is mandatory to take print out of LLP agreement on stamp paper. Whether on Rs. 100 or stamp paper valuing more, would change as per Stamp Act of particular state where LLP is being executed. e.g. in Maharashtra State, stamp duty is Rs. 100 for total contribution below Rs. 10000/- The stamp duty would also depend upon total contribution of LLP.
Good ,informative article
Is filing of form 3 is mandatory, if not filed what will be the consequence
As per sub-section (2) of section 23, every limited liability partnership shall file information with regard to the limited liability partnership agreement in Form 3 with the Registrar within thirty days of the date of incorporation alongwith the fee as provided in Annexure ‘A’ as per LLP Rules. It must be filed.
Thanks for the valuable information presented in the Blog.
As myself and my friends are in the process of setting up a business, can we register the Company by giving one of our permanent home address in the same city? This will help us to start operating from home initially and once we reach a defined scale, we can have separate office premises. Also this permanent home address is occupied by family.
Your guidance will be highly appreciated. Thanks!!!
Yes, you can use your home address as registered office. Later on even if you get separate office, you can continue with registered office.
very good sharing sir…….. can u pls tell it is same now also or there is any thing which is changed now for incorporating new LLP
There are no much changes in incorporation process of LLP
Dear Mam,
Kindly guide me how to fill form 3 of LLP. Whether to fill all the conditions of LLP agreement in Sl No. 8 to 19 of Form 3 or only the clause no. alone is to be filled. Kindly mail me the filled model form 3 of LLP.
Thanks
Prabhu.
In form 3 of LLP, you shall be required to fill up all clauses in respective field which are mentioned in LLP agreement.
There is no changes in incorporating new LLP , only you will have to file DIR-3 for DIN application.