LLP Registration in India (2026): Process, Government Fees, Documents, Timeline and Tax
- An LLP is incorporated online through FiLLiP; government fees run from ₹500 to ₹5,000 depending on contribution, plus state stamp duty on the LLP agreement.
- The LLP agreement must be filed in Form 3 within 30 days of incorporation — missing it is the most common early default and additional fees accrue per day.
- Profits distributed to partners are tax-free in their hands; on fully distributed profits an LLP usually pays less total tax than a private limited company.
A Limited Liability Partnership (LLP) combines the flexibility of a partnership with the limited liability of a company. For professional firms, consultancies, family businesses and small service companies that will not raise venture capital, it is often the better structure: no dividend distribution problem, no mandatory audit below thresholds, and far fewer board formalities. This guide walks through the 2026 registration process on the MCA portal, the exact government fees, the documents you need, and the tax arithmetic that makes an LLP attractive when partners take profits home.
Who can form an LLP
- Minimum two partners; no maximum.
- At least two designated partners who are individuals, and at least one of them must be resident in India (120 days or more in the financial year).
- Individuals and bodies corporate (companies, other LLPs) can be partners; a body corporate acts through a nominee.
- Foreign nationals and foreign entities can be partners subject to FDI rules; LLPs in sectors under the automatic route with no performance conditions can take foreign investment.
Step-by-step process on the MCA portal
- Digital signatures for the designated partners.
- Name reservation through RUN-LLP (₹200, two names) or directly inside FiLLiP. The name must end with “LLP” and cannot be identical or deceptively similar to an existing company, LLP or trademark.
- FiLLiP (Form for incorporation of LLP): partner details, contribution, registered office proof, consent of designated partners (Form 9 is now part of FiLLiP), and DPIN allotment for up to two designated partners without DIN.
- Certificate of incorporation with the LLPIN; PAN and TAN are applied for through the same form.
- LLP agreement executed on stamp paper of the right value for your state and filed in Form 3 within 30 days of incorporation.
Clean applications take 10–15 working days end to end. If you would rather hand it over, the LLP Registration package on KyaTax includes the name check, FiLLiP, DPIN, PAN/TAN and the Form 3 filing so the 30-day agreement deadline is not missed.
Government fees
| Contribution | FiLLiP fee | Form 3 (agreement) fee |
|---|---|---|
| Up to ₹1 lakh | ₹500 | ₹50 |
| Above ₹1 lakh up to ₹5 lakh | ₹2,000 | ₹100 |
| Above ₹5 lakh up to ₹10 lakh | ₹4,000 | ₹150 |
| Above ₹10 lakh | ₹5,000 | ₹200 |
Add RUN-LLP ₹200 if you reserve the name separately, DSC cost (₹800–1,500 per partner) and stamp duty on the LLP agreement, which is a state levy — usually a percentage of the contribution with a floor and a cap that differ from state to state. Ask specifically for the stamp value in your state; it is the one number that changes the quote.
Documents checklist
- PAN and Aadhaar of every partner; passport for foreign nationals.
- Address proof of partners not older than two months (bank statement, utility bill).
- Photograph of each partner.
- Registered office proof: utility bill not older than two months plus NOC from the owner and the rent agreement if rented.
- Subscriber sheet and consent of designated partners (generated from the forms).
- Draft LLP agreement covering contribution, profit-sharing ratio, roles, admission and retirement of partners, decision making and dispute resolution.
Worked example: LLP vs private limited on ₹30 lakh profit taken home
Two partners run a design studio earning ₹30,00,000 profit in FY 2026-27 and want to distribute all of it.
- LLP: tax at 30% plus 4% cess = ₹9,36,000. The remaining ₹20,64,000 is shared by the partners and is exempt in their hands under section 10(2A). Total tax ≈ ₹9.36 lakh.
- Private limited company: corporate tax at 25% plus cess = ₹7,80,000. The ₹22,20,000 dividend is then taxed in the shareholders' hands at slab rates — at 30% plus cess for high earners that is another ≈ ₹6.9 lakh. Total ≈ ₹14.7 lakh.
On fully distributed profits the LLP saves roughly ₹5 lakh a year in this example. The company wins only when profits are retained and reinvested (22–25% corporate rate versus 30% for the LLP) or when outside equity is planned. Partner remuneration allowed under section 40(b) can be tuned to shift income to partners in lower slabs, which improves the LLP number further.
Annual compliance after registration
| Filing | Due date | Note |
|---|---|---|
| Form 11 — annual return | 30 May | Even with zero business |
| Form 8 — statement of account and solvency | 30 October | Signed by designated partners; CA certification when audit applies |
| Income-tax return (ITR-5) | 31 July, or 31 October if audited | Audit needed if turnover exceeds ₹40 lakh or contribution exceeds ₹25 lakh |
| DIR-3 KYC of designated partners | 30 September | ₹5,000 if late |
Additional fees on late Form 8 and Form 11 accrue per day with no upper cap, so a dormant LLP that is ignored for two years can owe more in additional fees than it cost to set up.
Common mistakes
- Filing Form 3 late. The LLP agreement is due within 30 days of incorporation. Late filing attracts per-day additional fees and, more importantly, the default Schedule I provisions govern the LLP until the agreement is on record — including equal profit sharing regardless of contribution.
- Understamping the agreement. An understamped agreement is inadmissible as evidence in a dispute between partners; pay the stamp duty of the state where it is executed.
- Assuming no audit means no accounts. Books of account and Form 8 are mandatory every year; only the audit is threshold-based.
- Vague profit-sharing clauses. Write the ratio, the remuneration formula and the treatment of losses explicitly; most partner disputes come from silence in the agreement.
- Choosing an LLP when you plan to raise venture capital. Investors want CCPS and ESOPs, which need a company; converting later is possible but costs time and stamp duty.
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Open LLP Registration →Frequently asked questions
What is the government fee for LLP registration?
The FiLLiP fee depends on contribution: ₹500 up to ₹1 lakh, ₹2,000 up to ₹5 lakh, ₹4,000 up to ₹10 lakh and ₹5,000 above that. Add ₹200 for RUN-LLP name reservation, a small Form 3 fee and state stamp duty on the LLP agreement.
Is audit compulsory for an LLP?
Only if turnover exceeds ₹40 lakh or partners' contribution exceeds ₹25 lakh in a financial year. Below both limits, accounts are still maintained and Form 8 is filed, but no audit is required.
How is an LLP taxed in India?
An LLP pays tax at 30% plus surcharge (above ₹1 crore) and 4% cess. Profit shares received by partners are exempt in their hands under section 10(2A); partner remuneration and interest are deductible within section 40(b) limits and taxed in the partners' hands.
How long does LLP registration take?
Typically 10–15 working days from digital signatures to the certificate, followed by the LLP agreement filing in Form 3 within 30 days of incorporation.
General information for FY 2026-27, not professional advice for your specific case. Rules change — verify against the latest notification or ask a KyaTax expert.
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