Introduction

Registering a Limited Liability Partnership (LLP) in India involves a series of legal and procedural steps, each accompanied by specific government charges and documentation costs. Two primary financial components in the registration process are LLP registration fees and stamp duty. The registration fee is a statutory cost paid to the Ministry of Corporate Affairs (MCA) for filing incorporation forms and related documents, while stamp duty is paid to the state government for executing the LLP Agreement, a critical document that governs the rights and responsibilities of the partners. Understanding these costs helps entrepreneurs plan their budget and ensures smooth compliance with the LLP Act, 2008. This article provides a detailed overview of the LLP registration fees and applicable stamp duties.

Incorporation Form Filing Fees

The first cost involved in LLP registration is the filing fee for Form FiLLiP (Form for Incorporation of LLP). The amount depends on the contribution of the partners. For LLPs with a contribution up to ₹1 lakh, the fee is ₹500. For contribution exceeding ₹1 lakh but up to ₹5 lakh, the fee is ₹2,000. If the contribution is between ₹5 lakh and ₹10 lakh, the fee rises to ₹4,000. For LLPs with contribution over ₹10 lakh, the fee is ₹5,000. These fees are payable online through the MCA portal at the time of filing incorporation documents.

Name Reservation Fees

Before incorporation, the proposed name of the LLP must be reserved using the RUN-LLP (Reserve Unique Name – LLP) service. The fee for filing a name reservation request is fixed at ₹200. This fee is non-refundable and must be paid each time a new name application is submitted. Approval of the name is valid for 90 days from the date of approval.

Filing Fees for LLP Agreement (Form 3)

After incorporation, the LLP Agreement must be filed within 30 days using Form 3. The filing fee for Form 3 is based on the same slab structure as the incorporation fee. For example, LLPs with contribution up to ₹1 lakh pay ₹50, while those with a contribution exceeding ₹10 lakh pay ₹600. Filing this form is mandatory and failing to do so on time attracts additional penalties.

Stamp Duty on LLP Agreement

Stamp duty on the LLP Agreement varies by state laws and the capital contribution of the LLP. Unlike registration fees, which are uniform nationwide, stamp duty is governed by the respective state’s Stamp Act. For example, in Maharashtra, stamp duty is ₹1,000 for LLPs with capital up to ₹10 lakh, and ₹2,000 for capital above ₹10 lakh. In Delhi, it is typically ₹200 for LLP Agreements. Stamp duty must be paid on non-judicial stamp paper or through e-stamping before the LLP Agreement is executed.

Additional Government Fees

In certain cases, LLPs may have to file additional forms such as Form 4 (for change in partner details) or Form 5 (for name change), which also incur fixed fees. These fees again depend on the contribution bracket of the LLP. The fee structure is designed to be tiered, ensuring lower fees for smaller LLPs and slightly higher fees for those with higher capital contribution.

Late Filing Penalties

Delays in filing forms like Form 3, Form 11 (Annual Return), or Form 8 (Statement of Account and Solvency) incur a late fee of ₹100 per day per form, with no upper limit. These penalties are in addition to the regular filing fees and can accumulate rapidly if compliance is not maintained.

Professional and Digital Costs

While not statutory, LLP registration typically requires services from Company Secretaries, Chartered Accountants, or legal professionals. Their service fees vary but generally range from ₹3,000 to ₹10,000 or more, depending on the complexity. Additionally, Digital Signature Certificates (DSCs), mandatory for signing electronic forms, cost approximately ₹500–₹1,500 per partner.

Bank Charges and Other Expenses

Post-registration, opening a current bank account in the LLP’s name is required. Some banks may charge a processing fee or minimum balance requirement. Also, if the LLP plans to apply for PAN, TAN, GST registration, or licenses, there may be additional government and professional charges associated with each.

Conclusion

The registration of an LLP in India involves moderate statutory costs, which include MCA filing fees, name reservation charges, stamp duty based on the state, and professional service fees. While the base government fees are relatively low compared to private limited companies, proper attention must be given to timely filings and accurate documentation to avoid additional penalties. By understanding the fee structure and stamp duty requirements, entrepreneurs can ensure cost-effective and compliant LLP formation, setting a strong legal foundation for their business venture.

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