Incorporation of limited liability partnership


New Amendments and changes done by the Central Government for the better operation of the Companies made it difficult for the small businessman who just wants to do his business and earn some profit without worrying about following various compliances and procedures.

Due to these changes and amendments, Limited Liability Partnerships have gotten quite popular in the last few years. In this article, we will focus on the process and steps along with the elements essential for the incorporation of an LLP (limited liability partnership).

The guidelines are provided by the Limited Liability Partnership Act (LLP Act), 2008.

Essential Elements for the Incorporation of LLP:

1. At least two partners, either individual or body corporate.
2. A registered office in India for sending and receiving communication.
3. Appoint at least two individuals as designated partners.
4. Each designated partner should hold a Designated Partner Identification Number (DPIN) allotted by the Ministry of Corporate Affairs (MCA).
5. Execute the agreement between the partners or between the LLP and its partners.
6. Name of the LLP.

Steps:

1. Obtain DSC of proposed Partners and Designated partners.

2. Obtain DPIN of proposed Partners and Designated Partners using form DIR-3 or apply for the DPIN using LLP_FILLIP Form.

3. Apply for the reservation of name of the LLP either by:

  • Using RUN-LLP services, or
  • Directly apply for name using incorporation form i.e. LLP_FILLIP

4. File form LLP_FILLIP with the following documents:

  • Consent letter from each proposed partners and designated partner.
  • Address Proof of the proposed LLP.
  • Proof of identity of proposed designated partners.
  • Resident proof of proposed designated partners.
  • Subscriber sheet.
  • Detail of LLP(s) and/ or company(s) in which partner/ designated partner is a director/ partner.
  • Approval of the owner of the trademark or the applicant of such application for registration of Trademark.
  • Copy of approval in case the proposed name contains any word(s) or expression(s) which requires approval from central government.
  • Copy of approval from the competent authority in case of collaboration and connection with the foreign country or place.
  • Name approval letter, if name already approved using RUN-LLP services.

5. File the LLP Agreement with the Registrar within 30 days of incorporation of the LLP in form LLP Form 3.

Important points:

  1. Using RUN-LLP services for name reservation is optional, applicant can directly apply for the LLP name using incorporation form LLP_FILLIP.
  2. Obtaining DPIN of proposed partners and designated partners is optional, applicant can directly apply for the same using incorporation form LLP_FILLIP.
  3. Once the Ministry approves the name, it reserves it for the applicant for a period of 90 days.
  4. Amount of Stamp paper and notary of LLP Agreement varies from state to state.

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CS Prateek Kapoor 
on 17 January 2019
Published in Corporate Law
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