Enquiry form
A Limited Liability Partnership is run by its partners. From its management to the operation, the partners direct the LLP towards its goals and vision. New partners are added or existing leave; it does not affect the status of the LLP, but surely impacts the growth of the business and responsibilities of other partners. The change in partners and their details can be affected only after the approval from the Ministry of Corporate Affairs.
To add or remove a partner from LLP, the consent of other partners must be obtained, which is followed by a change in the LLP Agreement and application to MCA to approve the changes. The application to MCA must be filed within 30 days of effective date of the change.
Normally, a partner is appointed either for need of capital or the expertise. With increase in capital, the borrowing power of the firm increases with loan opportunities. Admission of a partner not only benefits in form of capital but also leverages the skills and knowledge. The diversity of knowledge and goodwill base helps the business to grow far.
The existing partner of the LLP may not be able to contribute his full time after a certain period, whether due to retirement or other reasons. Although the exit of one partner may not affect the existence LLP, it must be dealt with by intimation to MCA and also the appointment of a new partner, if required.
It is an agreement between the partners, the terms can be changed mutually at any time. The change might impact the willingness of one or other partner. According to requirements and terms, need both, the addition or removal of a partner may arise. And consequently, the due process must be followed.
Every LLP requires maintaining minimum 2 Designated Partners all time. If due to the resignation of a designated partner from LLP, the total designated partners reduce below 2, the LLP must appoint a new designated Partner or change the position (status) of the existing another partner.
Photograph: Passport size photograph of the partner to be appointed
PAN Card: Self-attested PAN card of the partner to be appointed
Proof of Residence: Aadhar Card/ Voter ID/ Passport/ Driving License partner to be appointed
Digital Signature Certificate: DSC of the continuing partner and partner to be removed
LLP Agreement: LLP Agreement executed while registration and the modifications thereto
Day 1
Day 2 – 3
Day 4 – 7
Yes, the LLP agreement must be modified with terms of addition or removal by execution of the supplementary deed. All the details including the change of capital and change in terms and profit sharing ratio will be provided in the deed.
The Supplementary Deed must be filed within 30 days from effective date of change or from the date of execution (whichever falls earlier). The delay in filing levies additional fee of Rs 100 per day till the date of filing.
The essential difference between both types of partners is the accountability. Where the partner is responsible only for acts and omissions by himself, the Designated Partners are additionally responsible towards compliance and operational matters of the LLP, including penal provisions.
The LLP must appoint a new designated partner within 6 months from effective date. However, in case the LLP already has another partner, the status of such a partner can be changed to Designated Partner.
The stamp duty shall be paid according to the added capital in the LLP as per the rate prescribed by the respective state. Where there is the addition of capital while addition or removal, the Supplementary Agreement shall be executed by payment of Rs 100/- as stamp duty.
There are no limitations in terms of citizenship or residency to become a Partner. Therefore, the LLP Act, 2008 allows Foreign Nationals including Foreign Companies & LLPs to become LLP in India provided at least one Designated Partner is Indian Resident. The proposed Designated Partner shall hold valid DIN and not be disqualified.
For addition of Partner in the LLP, the consent of the proposed Partner shall be accorded in the prescribed Form. Where the person is to be added as a Designated Partner, he/she must procure a Digital Signature Certificate (DSC) to obtain Director Identification Number (DIN).
DIN is a unique number assigned by MCA to Individuals that allows one to become Director of the company or Designated Partner of any LLP. The DIN is permanently allotted and can be used for subsequent appointment in another company/LLP.
While addition, one may contribute the amount agreed by and between all the Partners including the present, in any form whether tangible or intangible. However, it is not mandatory to bring capital to the LLP.
The rights and liabilities of the new partner(s) will be governed by the LLP Agreement and Supplement Deed of the LLP. Where there are no specific rights/liabilities are prescribed or altered in the Supplement Deed, the rights and liabilities will be same as prescribed in the original LLP Agreement.
The rights and liabilities of the new partner(s) will be governed by the LLP Agreement and Supplement Deed of the LLP. Where there are no specific rights/liabilities are prescribed or altered in the Supplement Deed, the rights and liabilities will be same as prescribed in the original LLP Agreement.
In order to resign from the LLP, the Partner shall intimate about the intention to resign to the LLP and remaining partner. At least 30 days’ notice is required to be served by the resigning Partner for the stated purpose.
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