10 Exclusive Insights to Registration of Limited Liability Partnership (LLP) in India

To register a Limited Liability Partnership (LLP) in India, you need to follow several steps as outlined by the Ministry of Corporate Affairs (MCA). Here’s a step-by-step guide on how to apply for LLP registration:

1. Obtain Digital Signature Certificate (DSC)

  • All designated partners of the LLP must obtain a Digital Signature Certificate (DSC). This is required for signing documents electronically while filing with the Registrar.
  • You can obtain a DSC from any government-approved certifying agency. Documents needed for DSC include:
    • PAN Card
    • Aadhaar Card
    • Passport-sized photograph
    • Email ID
    • Phone number
  • To apply for a Digital Signature Certificate (DSC) in India, you can visit the websites of any government-approved Certifying Authorities (CAs). Some of the popular Certifying Authorities in India include:
  • eMudhra: eMudhra
  • CDAC: CDAC
  • NSDL: NSDL e-Gov etc.
  • Price of Digital Signature Certificate (DSC) in India:
  • The price of a Digital Signature Certificate (DSC) can vary depending on the Certifying Authority, the type of DSC (Class 2 or Class 3), the validity period (1 year, 2 years, or 3 years), and whether a USB token is required. Here is an approximate price range:
  • Class 3 DSC (commonly required for company filings):
    • 1 Year: ₹1,000 – ₹1,500
    • 2 Years: ₹1,500 – ₹2,500
    • 3 Years: ₹2,000 – ₹3,000
  • Prices may vary based on additional services provided by the Certifying Authorities and whether the DSC is issued on a USB token (e-Token), which might have an additional cost of around ₹500 to ₹800.

2. Apply for Director Identification Number (DIN)

  • Each designated partner of the LLP must have a Director Identification Number (DIN).
  • If a partner does not already have a DIN, they can apply for one while filing the Form for LLP registration (Form FiLLiP).
  • The DIN can also be obtained by filing Form DIR-3 with the Ministry of Corporate Affairs (MCA).
  • To apply for a Director Identification Number (DIN) in India, you must apply through the Ministry of Corporate Affairs (MCA) website. Here is the step-by-step process to apply for a DIN:
  • Steps to Apply for DIN:
  • Visit the MCA Portal:
  • Go to the Ministry of Corporate Affairs (MCA) website.
  • Register as a User:
  • If you are not already registered, you need to create an account on the MCA portal. Click on the “Register” link and fill out the necessary details to create an account.
  • Download and Fill DIN Application Form DIR-3:
  • The application for obtaining a DIN is filed using Form DIR-3.
  • You can download the Form DIR-3 from the MCA website under the “MCA Services” > “Company Forms Download” section.
  • Prepare Documents for DIN Application:
  • You will need to prepare the following documents:
    • Proof of Identity: PAN card (mandatory for Indian nationals), Passport, Voter ID, Driving License, or Aadhaar Card.
    • Proof of Address: Passport, Voter ID, Driving License, or Aadhaar Card. For foreign nationals, a notarized copy of a residential address proof is needed.
    • Passport-sized Photograph: A recent passport-sized photograph must be affixed to the form.
  • Ensure these documents are self-attested.
  • Digital Signature Certificate (DSC):
  • The applicant must have a Digital Signature Certificate (DSC). The DSC is required to digitally sign the Form DIR-3.
  • Make sure your DSC is registered on the MCA portal.
  • File Form DIR-3:
  • Log in to the MCA portal using your credentials.
  • Go to the “MCA Services” section and click on “DIN Services” > “Apply for DIN (DIR-3)”.
  • Upload the filled DIR-3 form and the required documents, and digitally sign it using your DSC.
  • Pay the Fees:
  • After uploading the form, you need to pay the filing fee. The fee for filing Form DIR-3 is ₹500.
  • You can pay the fees using Net Banking, Credit/Debit Card, or other available online payment modes.
  • DIN Approval:
  • Once the form and payment are submitted, the application is processed by the MCA. If all the details are correct and the documents are in order, the MCA will approve the application, and a DIN will be allotted.
  • The applicant will receive an email confirmation with the DIN.
  • Important Notes:
  • Form DIR-3 Verification: The form needs to be verified by a practicing Chartered Accountant (CA), Company Secretary (CS), or Cost Accountant, or by a company director in which the applicant is proposed to be a director.
  • Single DIN per Person: As per the rules, an individual can have only one DIN. Multiple DINs for the same person are not permitted.
  • By following these steps, you can successfully apply for a DIN in India through the MCA portal.

3. Name Reservation

  • You need to reserve a unique name for your LLP. You can apply for a name reservation using the RUN-LLP (Reserve Unique Name – Limited Liability Partnership) service on the MCA portal.
  • The proposed name must adhere to the LLP Name Guidelines and should not be similar to any existing LLP, company, or trademark.
  • After applying, you will receive approval or a request for resubmission based on the availability and uniqueness of the name.

4. Prepare LLP Agreement

  • Draft an LLP Agreement outlining the rights and duties of the partners. The agreement must be in accordance with the LLP Act, 2008.
  • The LLP Agreement should include details such as the name of the LLP, name of partners and designated partners, form of contribution, profit-sharing ratio, and rights and duties among others.

You might require a Lawyer to prepare such agreement for you so that all your objectives are detailed in the agreement. Lawyers usually charge Rs. 5000 to 10000 for such agreements.

5. Incorporate the LLP

  • To incorporate the LLP, file Form FiLLiP (Form for incorporation of Limited Liability Partnership) with the Registrar of Companies (ROC) through the MCA portal.
  • Form FiLLiP should include details of the proposed LLP, details of partners/designated partners, and the proposed business activity.
  • Attach necessary documents such as:
    • Proof of address of the registered office
    • Subscription sheet signed by the partners
    • Partners’ identification and address proofs
  • Pay the required fees for the form, which varies based on the contribution amount.

6. Obtain the Certificate of Incorporation

  • Once Form FiLLiP is approved, the Registrar will issue a Certificate of Incorporation (COI). This certificate will contain the LLP’s registration number and the date of incorporation.

7. File LLP Agreement

  • After receiving the Certificate of Incorporation, you must file Form 3 (Information with regard to LLP Agreement and changes, if any made therein) within 30 days from the date of incorporation.
  • Attach the signed LLP Agreement and pay the prescribed filing fee.

8. Apply for PAN and TAN

  • After incorporation, apply for a Permanent Account Number (PAN) and Tax Deduction and Collection Account Number (TAN) for the LLP from the Income Tax Department.

9. Register for GST (if applicable)

  • If your LLP’s turnover exceeds the threshold limit or if you are engaged in specific types of businesses, you may need to register for GST (Goods and Services Tax).
  • The threshold limit for Goods and Services Tax (GST) registration in India varies based on the type of business and the state where the business is located. Here are the key details:
  • 1. For Goods:
  • Normal States: The threshold limit is ₹40 lakhs in annual aggregate turnover.
  • Special Category States (including Arunachal Pradesh, Manipur, Meghalaya, Mizoram, Nagaland, Puducherry, Sikkim, Tripura, Uttarakhand): The threshold limit is ₹20 lakhs in annual aggregate turnover.
  • 2. For Services:
  • All States: The threshold limit is ₹20 lakhs in annual aggregate turnover.
  • Special Category States (including Arunachal Pradesh, Manipur, Meghalaya, Mizoram, Nagaland, Sikkim, Tripura, and Uttarakhand): The threshold limit is ₹10 lakhs in annual aggregate turnover.
  • 3. For Businesses in North-Eastern and Hilly States (Special Category States):
  • For goods: ₹20 lakhs.
  • For services: ₹10 lakhs.
  • 4. Composition Scheme:
  • For businesses opting for the Composition Scheme:
  • For manufacturers and traders: The turnover limit is ₹1.5 crore.
  • For service providers under the Composition Scheme (special scheme for service providers): The turnover limit is ₹50 lakhs.

Key Documents Required:

  • Proof of registered office address (Utility bill, NOC from owner, or rental agreement)
  • Identity proof and address proof of partners (Aadhaar Card, PAN Card, Voter ID, Passport, etc.)
  • Digital Signature Certificate (DSC) for all designated partners
  • LLP Agreement

Cost of LLP Registration

The cost of LLP registration in India depends on various factors, including the professional fees charged by the company secretary or chartered accountant and the government’s fee, which varies based on the contribution amount.

10. Conclusion

By following the steps outlined above, you can successfully register an LLP in India. It’s advisable to consult a professional, such as a Lawyers, company secretary or a chartered accountant, for guidance and to ensure compliance with all legal requirements.

If you wish to get your LLP registered without going through all that hassle, you can contact us at info@legalconsultancyhub.in

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Limited Liability Partnership Registration in India
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