LLP Registration in India: Process, Cost & FDI Rules (2026)

A Limited Liability Partnership is the right structure for a foreign services business that will not raise external equity funding — lighter compliance than a private limited company, but with the same limited liability protection for its partners. Here is when foreign investment into an LLP is actually permitted, what it costs, and how the registration process works.

When is FDI in an LLP actually allowed?

Foreign investment into an LLP is permitted under the automatic route — no prior government approval — only in sectors or activities where 100% FDI is allowed under the automatic route with no FDI-linked performance conditions attached, such as most IT, software and professional services activities. If your sector carries performance conditions, caps below 100%, or requires government approval for company-level FDI, foreign investment into an LLP in that sector is not permitted at all — unlike a company, there is no conditional or government-approval path available for an LLP. Investors based in Pakistan or Bangladesh cannot invest in an Indian LLP under any circumstances. Getting this sector check wrong before you file is the single most common reason LLP incorporations for foreign founders stall.

Designated partners and the resident-partner requirement

Every LLP needs a minimum of two designated partners, individuals who take on the compliance and filing responsibilities the LLP Act assigns to them. At least one designated partner must be a person resident in India — defined, since the LLP (Amendment) Act, 2021, as someone who has stayed in India for 120 days or more in the financial year, down from the earlier 182-day threshold. This is a lower bar than the 182-day resident director requirement that still applies to private limited companies under Section 149(3) of the Companies Act — see our resident director requirement guide for how that comparison plays out if you are weighing both structures.

Step-by-step: how LLP registration works

1. Digital Signature Certificates and DPINs. Every proposed designated partner needs a Digital Signature Certificate and a Designated Partner Identification Number before anything can be filed electronically.
2. Name reservation — RUN-LLP. Reserve your LLP name through the RUN-LLP service on the MCA portal, checked against existing company and LLP names and trademarks. Approval typically takes 1 to 3 working days.
3. Incorporation filing — FiLLiP. The Form for Incorporation of LLP (FiLLiP) is the substantive filing — partner and registered office details, subscriber sheets, and (for foreign partners) apostilled identity and address documents. Processing typically takes 5 to 10 working days.
4. Certificate of Incorporation. Once the Registrar is satisfied, the Certificate of Incorporation is issued along with PAN and TAN.
5. LLP Agreement — Form 3. The LLP Agreement, setting out each partner's capital contribution and profit-sharing ratio, must be filed on Form 3 within 30 days of incorporation — a hard deadline, not a formality, and one of the most commonly missed post-incorporation steps.
6. FDI reporting, if applicable. Where a foreign partner has contributed capital, Form FDI-LLP (I) must be filed with the RBI through the FIRMS portal within 30 days of receipt of the contribution.

Government fees for LLP registration

The MCA's FiLLiP filing fee is tiered by your total partner contribution, not a flat charge: ₹500 for contribution up to ₹1 lakh, ₹1,000 for ₹1–5 lakh, ₹2,000 for ₹5–10 lakh, ₹4,000 for ₹10–25 lakh, and capped at ₹5,000 for anything above ₹25 lakh. Separately, state stamp duty applies to the LLP Agreement itself — the amount depends on both your registered office state and your contribution amount — on top of professional fees for the filing.

LLP vs private limited company: which should a foreign founder choose?

The deciding question is usually funding. An LLP has no share capital, so venture capital funds and most institutional investors cannot invest in one — if you plan to raise equity at any point, incorporate a private limited company instead. If your business will be funded by its own partners and will not need external equity, an LLP is typically cheaper to run: no requirement to hold statutory board meetings, simpler annual filings, and no minimum capital rules. See our complete guide to registering a company in India for the private limited company process side by side.

Not eligible: One Person Company (OPC)

An OPC can only be incorporated by an Indian citizen who is also a resident of India, and its nominee must meet the same test — so it is not available to foreign nationals, NRIs, or foreign companies under any circumstances. If you were considering an OPC as a simple, wholly-owned structure, the equivalent options open to a foreign founder are an LLP (for services businesses not raising equity) or a private limited company as a Wholly Owned Subsidiary (for everything else).

FAQs: LLP registration in India