For many entrepreneurs in India, Limited Liability Partnership (LLP) companies have become a preferred form of business. Under an LLP company, all the partners have limited liabilities. By ‘limited liabilities’, we mean that no single partner is responsible for the losses, negligence and/or misconduct of any other partner in such a company.
Unlike in the case of the shareholders, the partners of an LLP company have the rights to manage the business as well. Due to this, we can say that an LLP company has the combined characteristics of both the partnerships and companies. A minimum of two partners are required for an LLP company’s formation and there is no upper limit on the maximum number of partners.
In this article, we will discuss how to open an LLP company in India. Registrationkraft has helped many entrepreneurs to open LLP companies, so in case of any assistance in this aspect, you may get in touch with our team leaders!
History of LLP Company
Back in the 1980s, LLP was formed in the aftermath of the collapse of the real estate and energy prices in the state of Texas in the United States of America. This collapse resulted in a large wave of bank and savings and loan failures. Since the amounts recoverable from the banks were small, efforts were made to recover assets from the lawyers and accountants that had advised these banks in the early 1980s. The reason was that partners in the law firms and accounting firms were subject to the possibility of huge claims which would bankrupt them personally. So, in order to protect the innocent members of these partnerships from liability, LLP laws were passed.
In order to introduce and legally sanction the concept of Limited Liability Partnerships (LLPs) in India, the Parliament of India enacted the Limited Liability Partnership Act in 2008. Since then, many entrepreneurs have opened up their businesses as LLP companies in the nation.
Eligibility Criteria for Opening LLP Company
In order to open an LLP company, the following is the eligibility criteria:
- Minimum age required to open an LLP is 18 years
- A minimum of two individuals (partners) are required to start an LLP
- No maximum upper limit on the number of partners
- No minimum capital required to start an LLP except the stamp duty
- One person should be the resident of India
- For an LLP, the name should be unique and not similar to an already existing company
Registration process for Opening LLP Company
In order to open LLP, you must follow the following steps for LLP registration:
Obtaining Digital Signature Certificate (DSC)
As an initial step for LLP registration, it is necessary to obtain the digital signatures of all the designated partners of the LLP. If you’re wondering why a digital signature is required, it is because the documents of the LLP are generally filed online. One can obtain Digital Signature Certificate (DSC) from a certified government agency such as NSDL, CDAC, National Informatics Center, E-MUDHRA and IDRBT Certifying Authority. Cost involved in the obtaining of DSC varies from one certifying agency to another.
Reserving the LLP Company’s Name
In order to register a proposed LLP, the applicant is required to get a Limited Liability Partnership-Reserve Unique Name (LLP-RUN). LLP-RUN can be processed at the Central Registration Centre. However, before quoting the name of your LLP, you should check from the MCA portal for a free name. The registrar will only approve of the LLP company’s name if it does not have great similarities with any existing LLP company. LLP-RUN is submitted along with the prescribed fee before it is received for approval by the registrar.
Submission of Form for Incorporation of LLP
For this step, the form of incorporation of Limited Liability Partnership (FiLLiP) needs to be filled and submitted with the registrar for incorporation of LLP. The fee amount must be paid according to ‘Annexure A’. The application for allotment is allowed to be made by 2 individuals only.
Filing Limited Liability Partnership Agreement
The limited liability partnership agreement defines the mutual rights and duties of the partners in LLP. This agreement can be filed online on the MCA portal with the help of form 3. This form is required to be filed within 30 days before the date of LLP company’s incorporation. The agreement must be printed on stamp paper. Every state has their own unique stamp paper.
Documents Required for LLP Company’s Registration
The following documents are required for the LLP company’s registration:
A. Documents of LLP Company’s Partners
PAN Card/ID Proof of LLP Partners: At the time of LLP registration, the partners have to provide their PAN which acts as a proof of identity.
Residence Proof of Partners: For providing proof of residence, partners can submit any one of these documents: voter’s ID, passport, driver’s license, latest utility bills or Aadhaar card details. Name and other details as per residence proof and PAN card should match, and not be different.
Photograph – All the partners of the LLP company should provide their passport size photograph.
Passport (in case of Foreign Nationals/NRIs): For foreign nationals and NRIs to become an LLP partner in India, it is necessary to submit their passport. The passport has to be notarized by the relevant countries. Alternatively, the Indian embassies situated in different countries can also sign the documents.
Proof of address (in case of foreign Nationals/NRIs): The foreign nationals and NRIs are required to submit proof of their address through a driving license, residence card, bank statement, etc. A notarized or apostilled translation copy must be attached in case the documents are in a language other than English.
B. Documents of LLP Company
Proof of Registered Office Address: Once the LLP company has been incorporated, proof of registered office is required to be submitted during the LLP company’s registration or within 30 days from LLP company’s incorporation.
Rent Agreement and No-Objection Certificate (NOC): In case of a rented registered office, a rent agreement and a No-Objection Certificate (NOC) from the rented property’s landlord must be submitted.
Utility Bill: Any one of the utility bills such as gas bill, electricity bill or telephone bill must be submitted. This document shouldn’t be older than 2 months and must contain the full address of the premise along with the owner’s name.
Digital Signature Certificate (DSC): DSC must be acquired by one of the LLP designated partners since all the relevant applications and documents will be required to be signed digitally by the LLP’s authorized signatory.
LLP Company’s Registration Time Limit
The time involved in the LLP company’s registration is generally between 7-10 days from the date of the submission of documents for LLP company registration.
Things that can delay LLP Registration Process
The exact timelines for the registration may differ depending on factors such as the jurisdiction of the registration and the efficiency of the regulatory bodies involved in the LLP company’s registration process.
Sometimes, the registration process might get delayed due to some common reasons such as:
Errors at the time of submission of documents: In case of any inaccuracies, inconsistencies or omissions at the time of the documents submission, there can be delay in the registration process.
Challenges faced during name approval: Sometimes, individuals opt for a company name which does not comply with the naming regulations or has already been taken by another company. In such a case, the name has to be changed and then submitted for approval. This leads to a delay in the registration process.
Glitches faced on the MCA Server: It is normal for the MCA’s official portal to face technical glitches occasionally due to which an individual may face application submission issues or loss of data.
Time for the Response: A time limit is given following the name approval for the LLP company, in which the individual must finalize the registration process. If they fail to submit the application within this time limit, they are required to submit a fresh application for the name approval.
Delay in Payment Processing: Sometimes there can be a delay in the payment processing which can also extend the registration period.
Variability in Jurisdiction: Jurisdictions in different regions have their own processing durations and prerequisites which can affect the speed of an individual’s registration process.
Conclusion
Opening an LLP company is a popular choice amongst the entrepreneurs in India. LLP partners get to enjoy the benefits of a traditional partnership structure such as limited liability protection, legal recognition and flexibility when conducting business operations. Opening an LLP company involves obtaining DSCs, submitting application form, obtaining name approval, making application fee payments and receiving the certificate of incorporation.
Registering as an LLP company provides legal identity to the business and provides the opportunity for easy funding credit, loans and other business opportunities. If you’re looking for assistance in opening an LLP company with your partner(s), look no further. Registrationkraft team will help you through the entire documentation process and assist you to open an LLP in the shortest time possible due to our expertise.