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Conversion of Partnership to Limited Liability Partnership
Selecting Business structure plays the important role for Development and sustainability of any business. With Changing in requirements and growth, you have to bend your existing business into mold of the right corporate structure. The basic premise behind the introduction of LLP was to provide a structure that is easy to maintain and reduces the liability as compared to a sole proprietorship structure.
A Limited Liability Partnership [LLP] combines the advantages of both the Company and Partnership into a single form of organization and it is suitable for small, medium-sized businesses or professionals. Thus, conversion of sole proprietorship into LLP is a good business decision. In LLP, one partner is not responsible or liable for another partner’s misconduct or negligence. Therefore, all partners have a form of limited liability for each individual’s protection within the partnership, similar to that of the shareholders of a corporation.
Advantages
Eligibility to form a Limited Liability Partnership [LLP]
– At least Two Partners required to form an LLP
– Legal Representative/Nominee in case of Body Corporate as Partner
– Unique Name is required.
– At least one Partner must be an Indian Resident.
How we Work?
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Documents Required for Limited Liability Partnership Registration
Frequently Asked Questions
1. How many people are required to incorporate a Limited Liability Partnership?
To incorporate a Limited Liability Partnership, a minimum of two people are required. A Limited Liability Partnership must have a minimum of two Partners and can have a maximum of any number of Partners.
2. What are the key requirements/factors for registering an LLP?
Like all partnership’s registration requires two or more individuals to be the designated partners, one partner being an Indian national. The registered place of business has to be in India.
3. Are there any limitations on being a partner when converting sole proprietorship to LLP?
The LLP Act, 2008 does not put any limitations in terms of citizenship or residency to be a Partner. Foreign Nationals, including Foreign Companies & LLPs, are allowed to incorporate LLP in India provided at least one of the Designated Partners is resident of India. However, the person should be of age 18 years or above i.e. not a minor and competent to enter into a contract. Also, the proposed Designated Partner shall have DIN.
4. Can LLP carry on more than one business activities?
YES, under LLP one can carry more than one business, provided, the businesses are related or are of the same nature. Unrelated activities such as fashion Designing and Accountancy cannot be carried under the same LLP. The business activities are mentioned in the agreement and must be approved from RoC.
5. What is the capital required to start a Limited Liability Partnership?
You can start a Limited Liability Partnership with any amount of capital. There is no requirement to show proof of capital invested during the incorporation process. Partner’s contribution may consist of both tangible and/or intangible property and any other benefit to the LLP.
6. Can a LLP be incorporated for undertaking “Not-For-Profit” activities?
No, one of the essential requirements for setting LLP is ‘carrying on a lawful business with a view to profit’. Therefore, LLP cannot be incorporated for undertaking “Not-For-Profit” activities.
7. Do I have to be present in person to incorporate a LLP?
No, you will not have to be present at our office or appear at any office for the incorporation of a Limited Liability Partnership. All the documents can be scanned and sent through email to our office. Some documents will also have to be couriered to our office.
8. What do I need to quickly incorporate my LLP?
To incorporate a LLP quickly, make sure the proposed name of the Limited Liability Partnership is very unique. Names that are similar to an existing private limited company / limited liability partnership / trademark can be rejected and additional time will be required for resubmission of names.
9. What are the annual compliance requirements for a LLP?
Once the Limited liability partnership is incorporated, it shall comply with the annual compliance requirements. In case the capital contribution of the LLP is less than ₹25 lakhs or has a turnover of less than ₹40 lakhs, the financial statements are not required to be audited. To know more details, please read our blog post “Mandatory Compliances for a Limited Liability Partnership (LLP)
10. Can NRIs / Foreign Nationals be a Designated Partners in a LLP?
Yes, NRIs / Foreign Nationals / Foreign Companies can hold shares of a Private Limited Company subject to Foreign Direct Investment (FDI) Guidelines.
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