Publish: September 4, 2025
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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