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How is LLP different from One Person Company?

Ownership and Structure

  • An LLP (Limited Liability Partnership) requires a minimum of two partners, with no maximum limit
  • A One Person Company (OPC) can be formed by a single individual only
  • LLP is a partnership-based structure, while OPC is a corporate entity
  • In LLP, ownership and management can be shared among partners
  • In OPC, the sole owner controls the business, though a nominee is mandatory

Governing Law

  • LLPs are governed by the Limited Liability Partnership Act, 2008
  • OPCs are governed by the Companies Act, 2013
  • LLPs follow a more flexible, contract-based model
  • OPCs are subject to stricter corporate regulations similar to private limited companies
  • Different rules apply for compliance, meetings, and reporting

Liability and Legal Status

  • Both LLP and OPC offer limited liability protection to their owners
  • LLP is a separate legal entity from its partners
  • OPC is also a separate legal entity, distinct from its sole shareholder
  • In both cases, personal assets are protected from business liabilities
  • Liability arises only in cases of fraud or wrongful acts

Compliance and Filing

  • LLPs have lower compliance requirements, such as filing Form 8 and Form 11 annually
  • OPCs must comply with annual returns, board meetings, financial statements, and ROC filings
  • LLPs do not need to hold board or general meetings
  • OPCs must follow company law procedures, even with only one person involved
  • LLPs are more cost-effective in terms of compliance

Suitability and Purpose

  • LLPs are suitable for professional firms, service providers, and joint ventures
  • OPCs are ideal for solo entrepreneurs who want to operate with limited liability
  • LLPs allow capital and responsibility sharing among multiple partners
  • OPCs are restricted to a single promoter with no partnership provision
  • LLPs are more suitable for long-term scaling or partnership-based businesses

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