How is a Limited Liability Partnership incorporated under the LLP Act 2008?

Question

I want to start an LLP with two partners for a consulting business and want to know the registration steps under Indian law. I would like to understand which provision governs this, what it entitles me to, and how long I have before the remedy lapses. I also want to know whether I need a lawyer for this or can do it myself.

MyVakeel Legal Desk · Accepted Answer

In India, the answer to "How is a Limited Liability Partnership incorporated under the LLP Act 2008?" turns on Limited Liability Partnership Act 2008, Section 11, Limited Liability Partnership Act 2008, Section 12 and Limited Liability Partnership Act 2008, Section 23. The points below set out the position and then what to do about it, in the order it should be done.

Section 11 of the LLP Act 2008 requires at least two partners to subscribe to the incorporation document filed with the Registrar in the prescribed form.

Section 12 mandates that the Registrar issue a certificate of incorporation once satisfied that the incorporation document and statement of compliance are in order.

Every LLP must have at least two designated partners, at least one of whom must be resident in India, responsible for statutory compliance under the Act.

Section 23 requires partners to execute an LLP agreement governing mutual rights and duties, failing which the default provisions in Schedule I of the Act apply.

An LLP has a separate legal identity distinct from its partners and its liability is limited to its contribution, protecting partners from personal liability beyond agreed contribution.

What to do next: 1) Obtain DSC and DIN or DPIN for all designated partners; 2) Reserve the LLP name using the RUN-LLP service; 3) File the FiLLiP incorporation form with subscriber and address proofs; 4) Draft and file the LLP agreement within 30 days of incorporation.

If you are unsure whether your facts fall inside Limited Liability Partnership Act 2008, Section 11, that is worth checking with an advocate before you commit to a route, because switching later costs time. You can post the details on the MyVakeel forum for a practising advocate to review, or book a paid consultation with a Bar Council verified lawyer in corporate law.