Incorporate New Limited Liability Partnership.

How to Incorporate a New Limited Liability Partnership

What Is Limited Liability Partnership ???

A Limited Liability Partnership (LLP) is a partnership in which some or all partners have limited liability. It, therefore, exhibits elements of partnerships and corporations. In an LLP, one partner is not responsible or liable for another partner's misconduct or negligence.

A Limited Liability Partnership may be incorporated as per the procedure explained below:

User Registration :

• Register yourself on the website of Ministry of Corporate Affairs, developed for LLP services, i.e. www.llp.gov.in. This website may also be accessed through the website of the ministry www.mca.gov.in On the home page of the URL www.llp.gov.in click “Register” tab on top right hand corner of the page.

• Fill in the registration form. Fields marked * in the form are to be mandatorily filled. Select your user name and password.

• Upload a digital signature certificate

• On successful registration, the system will give a message that you have been registered successfully.  

Obtain the Designated Partners Identification Number (DPIN):

• All designated partners of the proposed LLP shall obtain “Designated Partner Identification Number (DPIN) / Director Identification Number (DIN)”.

• DPIN/DIN may be applied from http://www.mca.gov.in/MCA21/ Din.html. 

Digital Signature Certificate :

Partner/Designated partner of LLP/proposed LLP, whose signatures are to be affixed on the e-forms has to obtain class 2 or class 3 Digital Signature Certificate (DSC) from any authorized certifying agency, details of which are available on the home page of the LLP portal under the tab “Certifying Authorities”. 

Reservation of name :

• Log on to the LLP portal by clicking the “log in” tab on the top right corner of the homepage and enter your username and password. After login, click the “E-Forms” link.

• Open Form-1 for reservation of name and fill in the details. Select the name of the proposed LLP (up to 6 choices can be indicated). 

• Any partner or designated partner in the proposed LLP may submit Form-1.

• Append digital signatures and submit the e-form

• Pay the necessary fee by credit card (master/visa). 

• Free name search facility (of existing companies / LLPs) is available on MCA portal (hyperlink available on the LLP portal).The system will provide the list of similar/closely resembling names of existing companies/LLPs based on the search criteria filled up.   

• Details of minimum two designated partners of the proposed LLP, one of them must be a resident of India, is required to be filled in the application for reservation of name. Only individuals or nominees on behalf of the bodies corporate as partners can act as designated partners

• Check the status of your application by logging on to the portal.

• For more details see Instruction Kit provided on the home page under “Users Guide” tab. 

Incorporation of LLP  :

• Once the name is reserved by the Registrar, log on to the portal and fill up Form-2 “Incorporation Document and Statement”. 
• Pay the prescribed registration fee as per the slab gave in Annexure A of the LLP Rules, 2009, based on the total monetary value of the contribution of partners in the proposed LLP. 
• Statement in the e-form is to be digitally signed by a person named in the incorporation document as a designated partner having permanent DPIN and also to be digitally signed by an advocate/company secretary/chartered accountant/cost accountant in practice and engaged in the formation of LLP.
• On submission of complete documents the Registrar after satisfying himself about compliance with relevant provisions of the LLP Act will register the LLP, maximum within 14 days of the filing of Form-2 and will issue a certificate of incorporation in Form-16.
• You can check the For more details see Instruction Kit provided on the home page under “Instruction Kit” tab.status of your application by logging on to the portal

Filing of LLP agreement (Form-3) and Partners’ details (Form-4):

• Form 3 (Information with regard to LLP agreement and changes, if any made therein) and Form-4 (Notice of Appointment of Partner/ Designate Partner, his consent, etc.) may be filed with the prescribed fee simultaneously at the time of filing Form-2 or within 30 days of the date of incorporation or within 30 days of such subsequent changes.

• For more details see Instruction Kit provided on the home page under “Instruction Kit” tab.