Form 11, Form 8 and the income tax return — filed before the ₹100 a day starts running.
An LLP is marketed as the low-compliance structure, and relative to a company it is. What catches people out is that the two annual forms are due whether or not the LLP did any business, and the late fee is ₹100 per day per form with no upper limit. A dormant LLP left unfiled for three years routinely accumulates a penalty larger than the cost of having run it properly.
The annual calendar
Filing
What it covers
Due date
Form 11
Annual return — partners, contribution, changes during the year, and details of other entities in which partners are directors or partners
30 May
Form 8
Statement of account and solvency — the LLP's financials and the declaration of solvency by designated partners
30 October
Income tax return
ITR-5 for the LLP
31 July, or 31 October where audit under Section 44AB applies
Tax audit
Where turnover exceeds the Section 44AB threshold
Report filed one month before the return due date
DIR-3 KYC
For every designated partner holding a DPIN
30 September
Event filings
Form 3 for LLP agreement changes, Form 4 for partner changes
30 days from the event
₹100 per day, per form, uncapped. Unlike company filings, LLP additional fees have no ceiling. Two forms unfiled for two years is roughly ₹146,000 in additional fee alone. If you have an LLP sitting idle, the cheapest day to deal with it is today — either file, or close it under Form 24.
When an LLP needs an audit
Statutory audit under the LLP Act is required where turnover exceeds ₹40 lakh or contribution exceeds ₹25 lakh in a financial year. Below both, the accounts are certified by the designated partners.
Tax audit under Section 44AB applies on the income tax thresholds, which are higher where cash receipts and cash payments are each within 5% of the total — a condition most LLPs banking their receipts satisfy comfortably.
Where the LLP has foreign investment, the FDI reporting and the annual FLA return apply separately — see FDI, ODI and FLA filing.
Things designated partners get wrong
Form 3 not filed after incorporation. The LLP agreement must be filed within 30 days of incorporation. LLPs that never filed it discover the omission years later when trying to file Form 8 or close down, and the late fee has been running the whole time.
Partner remuneration and interest not authorised by the agreement. Section 40(b) allows a deduction for remuneration and interest to partners only to the extent authorised by the LLP agreement and within the statutory limits. An agreement silent on remuneration means the deduction is disallowed.
Contribution treated casually. The contribution stated in the agreement drives the audit threshold and the stamp duty. Changing it needs a supplementary agreement and Form 3.
Assuming nil business means nil filing. Both forms are due for a dormant LLP. There is no dormant status for LLPs equivalent to Section 455 for companies.
What we do
Books finalised for the year, with partner capital, contribution and current accounts reconciled.
Form 11 prepared from the partner register and filed by 30 May, certified where the contribution or turnover thresholds require it.
Accounts and solvency statement prepared, audited where required, and Form 8 filed by 30 October.
Income tax return filed with the tax audit report where applicable, and advance tax monitored during the year.
Event filings handled as they arise so the annual return matches the record.
Yes. Form 11 and Form 8 are both due for a dormant LLP, and the 100 per day per form additional fee applies from the due date regardless of activity. Filing nil returns costs a fraction of the penalty for not filing them.
Where audit is required under the LLP Act, the statement of account and solvency must reflect audited figures and the auditor's details are entered in the form. Filing unaudited figures where audit was required is a misstatement by the designated partners, who sign the solvency declaration personally.
The DPIN is deactivated and cannot be used to sign any MCA form until the KYC is filed with a fee of 5,000. Since Form 8 and Form 11 both need a designated partner's signature, an inactive DPIN blocks the annual filings and the additional fee keeps running in the meantime.
For a two or three partner professional or trading business with no plan to raise equity, usually yes: no mandatory audit below the thresholds, lighter filings, and no dividend layer of tax. For anything that will raise outside investment, issue ESOPs, or be sold, a private limited company is the structure investors and acquirers expect.