Registration or Incorporation Procedure for Limited Liability Partnership (LLP)

Registration Process for Limited Liability Partnership (LLP)

Recently MCA releases new concept of Limited Liability Partnership. This is Good concept which incorporates benefits of both partnership and companies.  

 

It has the following features:

• The liability of each partner is limited (Contribution of partner depend upon Deed)
• The Limited Formation cost compare with company.
• Less Legal Compliance's.
• Separate Legal Entity like Company

Following are the Steps to incorporate or Register a Limited Liability Partnership (LLP)

 

1. Digital Signature (DSC)

Every Partner must and should have DSC for LLP Registration and Annual Proceedings. For this Partner will apply DSC application to agents with following Requirements:

• Name
• Date of Birth
• Address
• Proof of Identity and Proof of Address.

•  Fee for DSC is Rs. 1200/-

2. Designated Identification Number (DIN)

Every Person intending to be appointing as Designated Partner must and should apply for DPIN. MCA has vide its notification amended the limited liability partnership rules, 2009. Now instead of DPIN, every partner who will be appointed as designated partner, will need to apply for DIN and not DPIN.

• Fee for DIN of Partner is Rs. 100/-

For acquiring DIN, Designated Partner will upload e form of DIR-3 in Online Website of MCA
Required Fields

• Name of Applicant and Father name
• Nationality
• Occupation and Educational Qualifications
• Date of Birth and Income Tax PAN
• Proof of Identity and Proof of Residence.
• Applicant DSC and Professional DSC

After Filling the form Professional will file the form and generate the DIN number.

3. Register Digital Signature of Designated Partner (DSC Role Check)

After Generating DIN every Partner Must be register Their DSC in MCA website through the following Website :http://www.mca.gov.in/mcafoportal/showAssociateDSC.do after completion, system will give message like You are successfully Register DSC.

• Fee for DSC Role Check is Nil 

4. Filing of Form 1 for Name Availability

 

Now you can search Your favorite name in MCA website for availability through the following link http://www.mca.gov.in/mcafoportal/showCheckLLPName.do and then file Form -1 with ROC by filling all details like Partners Details and LLP name with Key words meaning. After completion of uploading Form-1 you can get Reservation Certificate for LLP Name, then within 90days Partner will file Form-2 with ROC otherwise Reservation name will expire.

•  Fee for Reservation of name is Rs. 200/- 

5. Filing of Form 2 for Incorporation and Subscription Document.

  For this Form the following Fields are required.

•  Mention Total Number of Partners and Designated Partners
•  Mention Total Contribution of Partners
•  Then Fill Registered Office Address of LLP with Proof
• Select ROC office and State.

•  Attachments: 1. Proof of Reg Office Address 2. Subscription Sheet signed by all partners 3. Other Documents if any applicable.

After completion of Filling the form, press Pres scrutiny Button and then Upload Form-2 in website.

On submission of complete documents with ROC, the Registrar after satisfying himself about compliance with relevant provisions of the LLP Act will register the LLP and will issue a certificate of incorporation

• Fee for Form-2 is depend upon Partners Contribution.  

• Contribution is Less than or Equal to 100000 = Rs. 500/-
  • 100000 to 500000  = Rs. 2000/- 
  • 500000 to 1000000 = Rs. 4000/- 
  • 1000000 above =Rs. 5000/-

6. Drafting of LLP Agreement (LLP Deed).

It is not mandatory to file LLP agreement at the time of registration and same can be file within 30 days. Designated partners are responsible for doing all acts, matters and things that are required to be done for complying with the provisions of the LLP act. They are liable to all penalties imposed on the LLP. So it is very important to draft LLP agreement with professional help.

The following clauses are important to be incorporated in agreement:
(Deed Must Be taken Print on Rs. 2000 Stamp Paper)

• Name, Object and Register Office of LLP
• The initial Contribution of the LLP by Partners
• Valuation of Non Monetary contribution
• The net profits or losses sharing ratios
• Detail of Designated Partners
• Interest payable on Capital Loan prescribed u/s. 40(b) of the Income-tax Act, 1961
• Remuneration payable to the working partners or as prescribed u/s. 40(b) of the Income-tax Act, 1961
• Mode of operation of Bank Accounts
• Maintenance of Book of Accounts
• Appointment of arbitrator
  
• Rights and Duties of Partners
• Rights and Duties of Designated Partners
• Indemnity clause
• Goodwill clause
• for change in name
• Procedure to appoint Audit or Admission of New Partner
• Meeting
• Cessation of Existing Partners
• Winding up of LLP
• Amendments of LLP
• Extent of Liability of LLP
• Liability of Partners in LLP
• Ancillary or other business carried over by LLP

7. Filing of Form 3 – LLP Agreement

The LLP agreement has to be uploaded through Form-3. Once it gets approved all the formalities for registration gets completed.

• Fee for Form-3 is depend upon Contribution

• Contribution is Less than or Equal to 100000 = Rs. 50/-
• 100000 to 500000  = Rs. 100/-
• 500000 to 1000000 = Rs. 150/- 
• 1000000 above =Rs. 200/- and also pay Stamp Duty of Rs. 1/- per Every Rs.  100/- of Contribution (Maximum Rs. 10000/-) along with above Payment.

Thank you friends next time we will meet in LLP Annual Proceeding..........Bye....

--All the above contents only for Public reference and not for any other purpose. Therefore, I can not take any responsibility for the results or consequences of any attempt to use or adopt any of the information presented on this blog---

Thanks & Regards
S. Praveen Kumar Reddy.