Publish: September 5, 2025
What is the process to add a new partner in LLP?
Eligibility and Consent
- The individual must be legally competent to become a partner under Indian contract law
- The proposed partner must obtain a valid Designated Partner Identification Number (DPIN)
- A valid Digital Signature Certificate (DSC) is required for filing purposes
- Consent of the incoming partner must be documented in writing
- The existing partners must approve the admission through a resolution or mutual consent
Amendment of LLP Agreement
- The LLP Agreement must be amended to reflect the addition of the new partner
- The amendment should include details like name, contribution, profit-sharing ratio, and role
- The modified agreement must be signed by all existing and incoming partners
- It should specify whether the new partner will be designated or ordinary
- Any changes to management or contribution must also be recorded
Filing with the Registrar of Companies (RoC)
- File Form 4 on the MCA portal within 30 days of admission of the new partner
- Attach the consent letter, DPIN details, and the resolution approving admission
- If the new partner is also a designated partner, submit his/her consent in Form 9
- Along with Form 4, file Form 3 to report changes in the LLP Agreement
- Both forms must be signed using the DSC of a designated partner
Registrar Approval and Update
- The Registrar reviews the forms and attached documents for accuracy and completeness
- If all conditions are met, the RoC updates the LLP’s official records
- The MCA portal reflects the revised list of partners upon approval
- The LLP must retain updated internal records for compliance and audit purposes
- No separate certificate is issued, but status can be verified through the MCA website
Post-Addition Compliance
- Inform the bank and other stakeholders of the change in the LLP structure
- Update the new partner’s name in statutory records and correspondence
- Recalculate and document the profit-sharing ratio and capital contributions
- Ensure the new partner is aware of duties, liabilities, and rights under the LLP Act
- Maintain a signed copy of the revised LLP Agreement for future reference
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