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Hello Auditor

Who is responsible for compliance in an LLP?

Primary Role of Designated Partners

  • Designated Partners hold the primary responsibility for ensuring compliance in an LLP
  • They are appointed as per the LLP Agreement and must be registered with the Registrar of Companies (RoC)
  • Their duties include ensuring the timely filing of returns, statements, and legal forms
  • At least one designated partner must be a resident in India
  • Non-compliance by the LLP can lead to personal liability of the designated partners

Statutory Filings and Disclosures

  • Designated partners are responsible for filing Form 11 (Annual Return) and Form 8 (Statement of Accounts and Solvency)
  • They must also ensure timely submission of the Income Tax Return (ITR-5)
  • Any changes in partners, business address, or agreement must be filed using the appropriate event-based forms
  • Compliance with audit, maintenance of accounts, and statutory disclosures also falls under their role
  • Failure to comply results in fines, penalties, or legal action

Financial and Tax Compliance

  • They must oversee payment of taxes, including advance tax, TDS, and GST (if applicable)
  • Ensuring the LLP maintains proper financial books is part of its obligation
  • If applicable, they must coordinate with auditors and tax professionals for accurate financial reporting
  • Any non-payment or under-reporting can lead to prosecution and interest liabilities
  • Partners must ensure that DSCs are active and used for verified e-filings

Record Keeping and Internal Governance

  • Designated partners are expected to maintain updated records of accounts, agreements, and resolutions
  • They are responsible for updating changes in capital contribution, profit sharing, and partner details
  • Proper documentation supports audit trails and legal compliance
  • The LLP Agreement may assign additional duties for operational or compliance roles
  • Internal controls help avoid disputes and ensure transparency

Delegation and Professional Support

  • While responsibility lies with the designated partners, they may engage professionals such as CAs, CSs, or CMAs
  • Professional advice is essential for legal, financial, and regulatory compliance
  • Delegation does not remove the legal accountability of designated partners
  • LLPs are encouraged to maintain a compliance calendar and reminders
  • A proactive approach ensures smooth operation and avoids legal complications

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