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Limited Liability Partnership

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Overview

                A Limited Liability Partnership (LLP) is a hybrid business structure that combines the features of a partnership and a company. It offers the flexibility of a partnership with the advantage of limited liability for its partners. LLPs are governed by the Limited Liability Partnership Act, 2008 in India. This structure is suitable for professionals, small businesses, and companies that want to combine the benefits of a partnership with the limited liability protection of a corporation.

Key Features

Limited Liability

            Partners are not personally liable for the LLP’s debts or obligations beyond their contribution to the business.

Separate Legal Entity

            LLP is a separate legal entity, distinct from its partners, with the ability to own property, enter into contracts, and sue or be sued.

Flexible Management

            LLPs offer Flexible Management and Operational Structures, allowing partners to manage the business directly or appoint managers.

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No Maximum Limit on Partners

            An LLP can have any number of partners, with no limit on the maximum number.

Less Compliance

            Compared to companies, LLPs have fewer regulatory and compliance requirements, making it a more cost-effective structure.

Why Choose Limited Liability Partnership?

Limited Liability Protection

          Partners’ personal assets are protected from business liabilities, offering a safeguard against financial risks.

Flexible Structure

          The LLP provides flexibility in management and operational roles, allowing partners to decide how the business is run.

Tax Benefits

           LLPs are taxed as a partnership firm, with profits and losses directly passed to partners and taxed at individual rates, avoiding double taxation.

Ease of Formation

           LLPs are relatively easy and inexpensive to set up, with fewer regulatory formalities compared to private limited companies.

Continuity of Business

           LLPs enjoy perpetual succession, meaning the business continues to exist despite changes in partnership.

Basic Need

Choose a Business Name

           Select a unique name for your LLP that complies with the naming guidelines set by the Ministry of Corporate Affairs (MCA).

Obtain Digital Signatures

            Acquire Digital Signature Certificates (DSC) for all designated partners to facilitate electronic filing of documents.

Apply for Designated Partner Identification Number (DPIN)

           Obtain a DPIN for all designated partners. This can be applied for through the MCA portal.

Draft the LLP Agreement

            Prepare an LLP agreement outlining the roles, responsibilities, and profit-sharing ratios of the partners.

Register the LLP

$

File an application for incorporation with the MCA, including the LLP agreement, DPINs, DSCs, and other required documents.

$

Upon approval, the LLP will receive a Certificate of Incorporation.

Obtain a PAN Card

           Apply for a PAN card in the name of the LLP for tax purposes.

Open a Current Bank Account

          Open a current bank account in the name of the LLP. Banks typically require the Certificate of Incorporation, PAN card, and proof of address.

Register under GST (if applicable)

$

Register for GST if the LLP’s annual turnover exceeds ₹20 lakhs (₹10 lakhs for special category states) or if it engages in inter-state trade.

$

Voluntary GST registration can also be opted for to avail of input tax credit.

Obtain Other Registrations (as required)

$

MSME (Udyam) Registration – Beneficial for small businesses to avail of government schemes and benefits.

$

Trade License – Required for certain types of businesses, issued by the local municipal authority.

$

Shop and Establishment Act License – Needed for commercial establishments as per state regulations.

Professional Tax Registration (if applicable)

          Register for professional tax if mandated by the state government based on income and employment.

Apply for TAN (if applicable)

          If the LLP is required to deduct tax at source (TDS), obtain a TAN (Tax Deduction and Collection Account Number).

Register with PF/ESI (if applicable)

          Ensure compliance with Provident Fund (PF) and Employee State Insurance (ESI) regulations if the LLP employs staff.

Optional Steps

Trademark Registration

           Consider registering a trademark to protect the LLP’s name, logo, or brand.

Import-Export Code (IEC)

           Apply for an Import Export Code (IEC) if the LLP is involved in import-export activities.