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Who can form an LLP in India?

Eligible Individuals

  • Any person, whether Indian or a foreign national, can become a partner in an LLP.
  • The individual must be competent to contract under the Indian Contract Act, 1872.
  • A minimum of two partners is required to form an LLP.
  • At least one designated partner must be a resident in India.
  • Individuals with a valid Digital Signature Certificate (DSC) and Designated Partner Identification Number (DPIN) are eligible.

Eligible Body Corporates

  • A company incorporated in India or abroad can act as a partner in an LLP.
  • Limited Liability Partnerships themselves can become partners in another LLP.
  • Foreign LLPs and foreign companies can also participate, subject to regulatory compliance.
  • Registered trusts, societies, and co-operative societies are not eligible to become partners.
  • Only recognized legal entities can be admitted as body corporate partners.

Designated Partners Requirement

  • Among the partners, at least two must be designated partners at all times.
  • Designated partners are responsible for statutory and legal compliance.
  • One designated partner must be an Indian resident, as per the Act.
  • Both individuals and nominees of body corporates can be designated partners.
  • Their consent must be filed with the Registrar through prescribed forms.

Disqualifications and Restrictions

  • Individuals declared insolvent or of unsound mind are not eligible.
  • Persons convicted of any offence involving moral turpitude within the last five years are disqualified.
  • Partners must not be undischarged bankrupts.
  • Disqualified directors under the Companies Act may be barred.
  • Regulatory approvals are required for foreign nationals and entities.

Role of Foreign Participants

  • Foreign nationals or foreign entities can become partners in LLPs under FEMA regulations.
  • They must comply with applicable foreign investment guidelines issued by the Reserve Bank of India.
  • Non-resident individuals require a valid visa and identification documents.
  • Foreign corporations must file additional compliance documents with the MCA.
  • Cross-border participation is permitted but subject to sector-specific restrictions.

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