Table of Contents:

• Introduction
• Step by Step process to incorporate a LLP
• Documents Required
• Precautions to be taken by users for successful submission of RUNLLP/FiLLiP

Introduction

LLP is a partnership form where partners of LLP have limited Liability. LLP is a separate legal entity. It have less compliance than a company. In this article, we will discuss the process of incorporating a LLP.

Step by Step process to incorporate a LLP

To register a Indian LLP, you need to first apply for a Designated Partner Identification Number (DPIN), which can be done by filing eForm for acquiring the DIN or DPIN. You would then need to acquire your Digital Signature Certificate and register the same on the portal. Thereafter, you need to get the LLP name approved by the Ministry. Once the LLP name is approved, you can register the LLP by filing the incorporation form.

Step 1 : Application for DIN or DPIN

All designated partners of the proposed LLP shall obtain “Designated Partner Identification Number (DPIN)”. You need to file eForm DIR-3 in order to obtain DIN or DPIN. In case you already have a DIN (Director Identification Number), the same can be used as a DPIN .

Step 2 : Acquire/ Register DSC

The Information Technology Act, 2000 provides for use of Digital Signatures on the documents submitted in electronic form in order to ensure the security and authenticity of the documents filed electronically. This is the only secure and authentic way that a document can be submitted electronically. As such, all filings done by the LLP(s) are required to be filed with the use of Digital Signatures by the person authorised to sign the documents.

Step 3 : New User Registration

To file an eForm or to avail any paid service on LLP portal; you are first required to register yourself as a user in the relevant user category, such as registered and business user.

Step 4 : Reservation of Name

RUN-LLP (Reserve Unique Name – Limited Liability Partnership)’ is used to reserve name of the LLP.

1. RUN-LLP would be a simple and easy to use Web Service for reserving a name for a new LLP or for Change of Name of any existing LLP with only 4 relevant fields. The new web service would replace the existing Form 1 which contains 15 fields (4 pages) for reservation of name/change of name of LLP.
2. This is a ‘post-login’ service and existing users would need to login into their account using their credentials. New users are required to create a login account first before using the service.

Step 5 : Incorporation Form

FiLLiP (Form for incorporation of Limited Liability Partnership) is the new Incorporation form. It  replaced the erstwhile Form 2 (Incorporation document and subscriber’s statement).

You need to download the form from MCA portal. Fill the form and attach required documents. After it is filled completely , DSC needs to be attached.

Step 6 : File LLP Agreement

After incorporation of LLP, an initial LLP agreement is to be filed within 30 days of incorporation of LLP. The user has to file the information in Form 3 (Information with regard to Limited Liability Partnership Agreement and changes, if any, made therein).

Documents Required

1. Utility Bill for proof of address of Registered Office
2. Subscriber Sheet including consent
3. In principle approval of regulatory authority, if required
4. Identity Proof of Partners. PAN can act as a ID proof.
5. Address Proof of Partners. Document which can be submitted for address proof are Aadhar card, voter’s card, Passport or Driving License.
6. Residence Proof of partners. Bank statement, Gas Bill, Telephone Bill, Mobile bill or Electric bill can be used for residence proof.

Note: Bill shouldn’t be older than 2 months

7. Copy of approval in case the proposed name contains any word(s) or expression(s) which requires approval from central government

8. Approval of the owner of the trademark or the applicant of such application for registration of Trademark;

9. Copy of approval from the competent authority in case of collaboration and connection with the foreign country or place

10. Copy of Board resolution of the existing company or consent of existing LLP as a proof of no objection

Precautions to be taken by users for successful submission of RUNLLP/FiLLiP

1. The same user login ID which was used for reserving the name through RUN-LLP has to be used for submitting and uploading FiLLiP.
2. Names already approved in Form 1 can be used while Incorporating an LLP through FiLLiP.
3. It is advisable to be familiar with the Limited Liability Partnership Rules 2009, as amended, and conduct your own Name and Trade Mark search, (the links for which are available under ‘MCA Services’ of the portal).
4. Ensure to attach the No Objection Certificates(NOCs)/Central Government approval wherever necessary as per the LLP Rules, 2009.
5. In case of conversion of company into LLP, ensure that the proposed LLP name is same as the Company name.