Limited liability with lighter compliance — and an agreement drafted properly, not from a template.
A Limited Liability Partnership gives you the liability protection of a company with materially lighter ongoing compliance. For professional firms, consultancies, family businesses and partnerships not seeking outside equity, it is frequently the more sensible structure — and the one that costs less to maintain year after year.
Why an LLP rather than a company
No mandatory statutory audit until turnover or contribution crosses the prescribed thresholds — a company faces audit from day one
Fewer annual filings and no requirement for board meetings or formal minutes
Partners' liability limited to their agreed contribution
No minimum capital contribution prescribed
Profit sharing and management rights set by agreement rather than by shareholding
The trade-off is funding. Institutional investors and venture funds do not subscribe to LLPs. If raising external equity is anywhere in your plan, incorporate a private limited company instead — converting later is possible but costs more than starting correctly.
What you need
A minimum of two partners, of whom at least two must be designated partners, and at least one designated partner resident in India
PAN and Aadhaar for each partner
Identity proof and recent address proof in each partner's own name
Passport-size photographs
Registered office proof — utility bill, plus rent agreement and owner's No Objection Certificate if rented
Proposed names in order of preference, and the intended business activity
The registration process
Digital Signature Certificates obtained for the designated partners.
Name reservation filed, with a prior check against existing LLPs, companies and registered trademarks.
FiLLiP filed — the incorporation form, which also allots Designated Partner Identification Numbers to partners who do not already hold one.
Certificate of Incorporation issued by the Registrar, along with PAN and TAN.
LLP agreement drafted and filed in Form 3 within thirty days of incorporation. Missing this window attracts a daily penalty that does not stop accruing.
The agreement is the part that matters
An LLP agreement is not boilerplate. It fixes profit sharing, capital contribution, partner remuneration, decision rights, admission and retirement of partners, and what happens on a dispute or exit. A template agreement downloaded and filed to meet the deadline is where partnership disputes start three years later. We draft it around what the partners have actually agreed.
Annual compliance
Filing
Covers
Due
Form 11
Annual return of partners and contribution
30 May
Form 8
Statement of account and solvency
30 October
Income tax return
LLP income tax filing
Per the applicable due date, depending on audit
Both forms are due whether or not the LLP has traded, and late filing carries a daily penalty with no upper cap — dormant LLPs regularly accumulate substantial liability this way. See ROC annual filing.
Frequently asked questions
Only once turnover or partner contribution crosses the prescribed thresholds. Below those limits no statutory audit is required, which is one of the main cost advantages over a private limited company — where audit applies from the first year regardless of turnover.
Yes, conversion is permitted, but it is a separate process with its own cost, timeline and tax considerations. If you already expect to raise equity funding, incorporating as a company at the outset is usually cheaper than converting later.
A daily penalty applies from the due date and continues until the filing is made, with no upper limit. This is the most common and most expensive early mistake in LLP compliance — we file it within the window as part of the registration engagement.
A body corporate can be a partner. Foreign nationals and non-residents can also be partners subject to the applicable foreign investment conditions, but at least one designated partner must be resident in India. We will confirm the position for your specific structure.