Llp formation

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Querist : Anonymous

Querist : Anonymous (Querist)

21 June 2013 Dear Members,
Please enlighten me with the steps required for formation of a LLP and necessary forms to be filed with ROC and attachments required. The proposed partners have already taken a DIN. will this suffice or they are required to take a fresh DPIN.

Thank You.

Ajay Mishra

Ajay Mishra (Expert)
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21 June 2013 Hi

No need to taken DPIN,if you have DIN.

Procedure for Incorporation of LLP
1.
The minimum number of partners to incorporate a LLP is two, they may be individuals or body corporate who may be acting through their representatives

2.
There is no upper limit on the maximum number of partners of LLP. Out of the partners two shall be designated partners one whom shall be resident in India.

3.

All the designated partners shall obtain Designated Partner Identification Number (DPIN), DPIN is an eight digit numeric number allotted by the Central Government in order to identify a particular partner.

4.

The application for allotment of DPIN shall be made online in (E-Form 7)

5.

As all the documents in relation to LLP whether they may relate to incorporation, filing etc are filed online and are required to be digitally signed atleast one Designated Partner to obtain the digital signature certificates from government recognized DSA’s

6.

The name with which LLP is to be incorporated is to be decided.

7.

The registrar will approve the name applied for provided the name is not either undesirable in the opinion of the Central Government or that is identical with or that which too nearly resembles to the name of any existing partnership firm or a LLP or a body corporate or a trade mark registered or pending registration under the Trade Marks Act, 1999.

8.
Application shall be made in (E-Form 1) for the availability of the proposed name with the Registrar

9.

Applicable fees has to be paid by of credit card.

10.

The name approved shall be available for adoption for a period of 3 months.

11.

Thereafter Limited Liability Partnership Agreement governing the mutual rights and duties among the partners and among the LLP and its partners is to be prepared which contains :

Name of the LLP
Name of Partners & Designated Partners
Manner of contribution
Profit/Loss Sharing ratio between partners
Rights & Duties and obligations of Partners
Proposed Business of LLP
Rules for governing the conduct of operations of LLP
In case no agreement is entered into, the rights & duties as prescribed under Schedule I to the LLP Act shall be applicable.

12.

LLP agreement contains a subscription sheet which must be subscribed by the partners who shall sign the same along with their name. The subscription sheet must be witnessed by any chartered Accountant/Company Secretary/Advocate in practice.
13.

Incorporation documents must be filed with the Registrar in (E-Form 2) with the following attachments.

1. Copy of authorization where the partner is a limited liability partnership, or company, or a limited liability partnership incorporated outside India or a company incorporated outside India.

2. Proof of address of registered office of limited liability partnership.

3. Details in respect of names of partners/witnesses and their signatures.

4. Attachments in respect of details of individuals/bodies corporate where the number exceeds five.

5. Optional attachments as may be required.

14.

E-Forms contains details such as name of designated partners, SRN no. of E-Form 1, name of LLP, address of LLP, particulars of the state in which LLP is being incorporated.

15.

After the Registrar is satisfied that all the formalities with respect to the incorporation has been complied , he will issue a Certificate of Incorporation as to formation of the LLP within maximum of 14 days from date of filing of documents . The Certificate of Incorporation issued shall be the conclusive evidence of formation of the LLP.

16
On incorporation Every LLP so registered shall be assigned a LLP identification number (LLPIN) in one consecutive series

17

LLP agreement must be filed in (E-Form 3) with the Registrar. This form must be filed within 30 days of incorporation.

18

The LLP Agreement must be stamped in accordance with the stamp Act applicable in the relevant state where LLP is being incorporated.

19

The consent of the partner to act as partner of LLP must be filed in (E-Form no. 4) along with the following attachments :

Address proof.

Identity proof.This form must be filed within 30 days of incorporation

20.

All the E-Forms will be digitally signed by any Designated partner and shall be certified by an advocate/company secretary/chartered accountant/cost accountant in practice engaged in the formation of LLP.

NOTE

In the office of Registrar there shall be maintained a Register of LLPs in which the names of LLPs shall be entered in the order in which they are registered. In case of foreign nationals residing outside India in countries signatory to the Hague Apostile Convention, 1961 and seeking to register a LLP in India, their signatures and address on the incorporation documents and proof of identity, where required, shall be notarized before the notary of the country of their origin and be duly apostillised in accordance with the said Hague Convention.

Querist : Anonymous

Querist : Anonymous (Querist)

21 June 2013 Thank You Sir