What is the meaning of Limited liability partnership?

The concept of LLP is introduced in 2008. LLP is a mixture of partnership and company. LLP is an alternative corporate business form that gives the benefits of limited liability of a company and the flexibility of a partnership.

Advantages of Limited liability partnership

1. separate legal entity distinct from its owners (partners)

2. The liability of partners is limited to the contribution made by the partner.

3. The cost of forming an LLP is low and an easy process.

4. Less compliance and regulations.

5. No requirement of minimum capital contribution.

6. Perpetual succession it meanes that change in partnership due to death, retirement or insolvency does not impact.

7. No compulsory audit required

Partners in Limited Liability Partnership

Every limited liability partnership shall have at least two partners. Any individual or body corporate may be a partner in an LLP.

(a) he has been found to be of unsound mind by a Court of competent jurisdiction and the finding is in force;

(b) he is an undischarged insolvent; or

(c) he has applied to be adjudicated as an insolvent and his application is pending.

(d) If at any time the number of partners of a limited liability partnership is reduced below two and the limited liability partnership carries on business for more than six months while the number is so reduced, the person, who is the only partner of the limited liability partnership during the time that it so carries on business after those six months and has the knowledge of the fact that it is carrying on business with him alone, shall be liable personally for the obligations of the limited liability partnership incurred during that period.

Documents Required for LLP Registration

A. Documents of Partners

• PAN Card/ ID Proof of Partners – All the partners are required to provide their PAN at the time of registering LLP. PAN card acts as a primary ID proof.
• Address Proof of Partners– Partner can submit any one document out of Voter’s ID, Passport, Driver’s license or Aadhar Card. Name and other details as per address proof and PAN card should be exactly the same. If the spelling of own name or father’s name or date of birth is different in address proof and PAN card, it should be corrected before submitting to RoC.
• Residence Proof of Partners – Latest bank statement, telephone bill, mobile bill, electricity bill or gas bill should be submitted as residence proof. Such bill or statement shouldn’t be more than 2-3 months old and must contain the name of partner as mentioned in PAN card.
• Photograph – Partners should also provide their passport size photograph, preferably on white background.
• Passport (in case of Foreign Nationals/ NRIs) – For becoming a partner in Indian LLP, foreign nationals and NRIs have to submit their passport compulsorily. Passport has to be notarized or apostilled by the relevant authorities in the country of such foreign nationals and NRI, else Indian Embassy situated in that country can also sign the documents.

Foreign nationals or NRIs have to submit proof of address also which will be a driving license, bank statement, residence card or any government-issued identity proof containing the address.

If the documents are in other than the English language, a notarized or apostilled translation copy will be also be attached.

B. Documents of LLP

Proof of Registered Office Address: Proof of registered office has to be submitted during registration or within 30 days of its incorporation.

• If the registered office is taken on rent, a rent agreement and a no-objection certificate from the landlord has to be submitted. No objection certificate will be the consent of the landlord to allow the LLP to use the place as a ‘registered office’.

• Besides, any one document out of utility bills like gas, electricity, or telephone bill must be submitted. The bill should contain the complete address of the premise and owner’s name and the document shouldn’t be older than 2 months.

Digital Signature Certificate: One of the designated partners needs to opt for a digital signature certificate also since all documents and applications will be digitally signed by the authorized signatory

Checklist for LLP Registration

• Minimum of two partners.
• DSC for all designated partners.
• DPIN for all designated partners.
• Name of the LLP, which is not similar to any existing LLP or trademark.
• Capital contribution by the partners of the LLP.
• LLP Agreement between the partners.
• Proof of registered office of the LLP.

Various Forms for LLP

Name of Form	Form No.
Application for reservation or change of name	Form 1
Incorporation document and subscriber’s statement	Form 2
Details in respect of designated partners and partners of Limited Liability Partnership	Form 2A
Information with regard to limited liability partnership agreement and changes	Form 3
Notice of appointment, cessation, change in name/ address/designation of a designated partner or partner. and consent to become a partner/designated partner	Form 4
Notice of appointment, cessation, change in particulars of a partners	Form 4A
Notice for change of name	Form 5
Statement of Account & Solvency	Form 8
Annual Return of Limited Liability Partnership (LLP)	Form 11
Form for intimating other address for service of documents	Form 12
Notice for change of place of registered office	Form 15
Application to the Registrar for striking off name	Form 24
Form for filing addendum for rectification of defects or incompleteness	Form 32

DIN Forms

Description	Form Name
Application for allotment of Director Identification Number	Form DIR-3
Intimation of change in particulars of Director to be given to the Central Government	Form DIR-6