The partnership must include the same partners as the original firm, maintaining the same capital proportions recorded at the time of conversion. Therefore, the LLP cannot have more or fewer partners than the existing partnership; any changes to the number of partners can only be made after the conversion is complete.

The LLP name is reserved by submitting an online application. Partners can propose up to six names in order of preference. If the proposed names do not meet the criteria for uniqueness, relevance, or other requirements, the Registrar may request a resubmission with different names.

No, there is no minimum capital requirement to form an LLP. The business can start with any amount of capital as needed. However, each partner must contribute to the LLP, with the contribution amounts specified in the LLP Agreement. The stamp duty payable is determined based on the total capital contribution.

A Director Identification Number (DIN) is a unique number issued by the Ministry of Corporate Affairs to individuals upon application, enabling them to serve as a Director in any company or as a Designated Partner in an LLP. The earlier concept of a separate Designated Partner Identification Number (DPIN) is no longer applicable for LLP incorporation.

There are no citizenship or residency restrictions to become a partner in an LLP. The LLP Act, 2008 permits foreign nationals, including foreign companies and LLPs, to incorporate an LLP in India, provided at least one designated partner is a resident of India. Additionally, all partners must be at least 18 years old (not minors) and legally capable of entering into contracts. The designated partner must also have a valid Director Identification Number (DIN).

The LLP Agreement is a contract signed by all designated partners and partners after the LLP is incorporated. It outlines the business terms, including the rights, roles, duties, and responsibilities of the partners. This agreement must be filed within 30 days of receiving the certificate of incorporation; otherwise, a late fee of ₹100 per day will be charged until it is submitted.

To make any changes in the Limited Liability Partnership, the partners must pass a resolution during a partners’ meeting as specified in the LLP Agreement. This resolution should authorize an existing designated partner to act on behalf of the LLP and its partners. The authorized partner must hold a valid Digital Signature Certificate (DSC) to file the application with the Registrar. Once the partners execute the Supplement Agreement reflecting the change in partners or their designations, an application must be submitted to the MCA for approval of these changes.

Under the Act, LLPs and general partnerships are treated similarly (except for recovery purposes), so converting a general partnership firm to an LLP generally has no tax implications. This holds true only if the partners’ rights and obligations remain unchanged and no assets or liabilities are transferred during the conversion. If these conditions are not met, capital gains tax provisions will apply.

The primary reason for conversion is often to retain the original name and preserve brand identity in the market. To convert an LLP under the same name, it is necessary to provide valid proof demonstrating the firm’s prior use of the brand name. The MCA grants approval for name reservation based on the supporting documents submitted with the application.