Incorporation of Limited Liability Partnership

Limited Liability Partnership

Limited Liability Partnership (LLPs) is the new form of business entity which is combination of traditional partnership and a Company. It has a feature of having partners with their liability upto the extent of their contribution. LLPs are governed by Limited Liability Act, 2008 and its corresponding rules. 

Basic Procedure to Incorporate a LLP

1. Digital Signature and DIN

It is mandatory to have atleast two Designated Partners (DP) at the time of Incorporation of LLP and throughout the existence of LLP. To become DP, it is necessary to obtain DPIN (DIN). You need to ensure that you should have atleast have two persons with DIN.

For filing necessary applications for LLP incorporation, Digital Signature (DSC) of alteast one person is required. However, it is advisable to have DSCs for all such persons who are promoting LLP.

2. Application for Name availability

Once the DIN and DSCs are in place, we need to apply for Name which you are looking for your new LLP. This is application is filed in Form 1 to Registrar of Companies (ROC).

3. Incorporation Application

Once the name is reserved, you need to file incorporation application with necessary documents in Form 2 to ROC.

4. Issue of Certificate of Incorporation

Upon approval of application (as per point 3), ROC will issue a Certificate of Incorporation and from the date of issue of this certificate, the LLP will be incorporated.

5. Filing of LLP Agreement

Within 30 days from the date of Incorporation, you need to file LLP Agreement in Form 3 to ROC.

Pre-requisites for incorporating a new LLP

1. Atleast Two Partners are required to incorporate a LLP.

2. Out of total number of Partners, atleast two partners shall have DIN and such persons shall become Designated Partners of LLP.

3. Atleast one of total partners should be resident Indian.

4. Digital Signature of atleast one person is required to file necessary incorporation applications.

Detailed Steps to incorporate a new LLP

Step - 1: Obtain DIN and DSC of atleast two partners (check procedure for obtaining DIN here)

Step - 2: Determine the proposed names for new LLP and the business for which LLP is being incorporated

Step - 3: File application for name availability for new LLP in Form 1. Details required for this application is as follows

- Maximum Six names can be given out of which one will be approved

- Object clause for new LLP shall be mentioned in detail (Search the object clauses Here)

- Total Capital contribution of the new LLP

Step - 4: File an application for Incorporation in Form 2. Following documents shall be attached.

- Subscribers sheet

- Consent letters in Form 9

- Proof of registered office

- Utility bill for registered office

Step - 5: Upon approval of Form 2, ROC will issue a Certificate of Incorporation of new LLP

Step - 6: Prepare LLP Agreement, pay applicable stamp duty on it and execute the agreement by partners. Once it is executed, file the LLP Agreement's copy to ROC in Form 3. Do you want to create LLP Agreement for free? Click here

Create Documents for Free without any hassle

You can fill up the form given below to prepare relevant documents for incorporation of LLP online which will save your precious time and most importantly WITHOUT ANY COST. 

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