LLP Registration for NRIs and OCIs

An NRI, an OCI cardholder or a company abroad that NRIs or OCIs own and control can be a partner in an Indian LLP. One designated partner must be resident in India, with at least 120 days here in the current financial year. Your money can come in on a repatriation or a non-repatriation basis, and we file RUN-LLP, FiLLiP and Form 3 for you.

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LLP Registration for NRIs: Who Counts?

Under FEMA, an NRI is an Indian citizen resident outside India: someone who did not live in India for more than 182 days in the previous financial year, or who has left India for a job or business abroad. If you have moved back to work or live here, ask us first: you may already be resident under FEMA. An OCI cardholder is a foreign citizen registered under section 7A of the Citizenship Act, 1955; PIO cardholders are deemed OCI cardholders from 9 January 2015.

FEMA gives NRIs and OCIs the same rights to put money into an LLP, and a company, trust or firm abroad that NRIs or OCIs own and control has those rights too. The LLP itself is an Indian LLP like any other, a body corporate registered under the LLP Act, 2008.

Sample

Disclaimer: Setindiabiz is an independent consulting firm with no affiliation to the MCA, the RBI or any government body. We prepare and file the forms; the Registrar registers the LLP, and your bank applies FEMA to the money. Ask us about your case before any money is sent.

Two Ways to Put Money In

FEMA gives an NRI two ways to put money into an LLP. Choose by one question: will you want the money back abroad later? The answer sets the accounts you can pay from, the businesses the LLP can run, where exit money goes and the filings that follow.

Need help?Not Sure Which Route Fits?

Tell us your business and where the money sits. A process expert will suggest the right route.

  • Route and sector check
  • Papers checklist for your country
  • Estimate before payment
  • RBI filing guidance
  • Mon–Sat, 9:30–6:30

Who Can Be a Partner in an NRI LLP?

  1. NRIs and OCIs as partners

    An NRI or an OCI cardholder can be a partner and a designated partner of an Indian LLP. The LLP Act sets no nationality or residence condition for partners, so you can hold your share from abroad. The LLP needs at least two partners, and at least two individuals act as its designated partners.

    Foreign national or foreign company? See LLP for foreign partners.

  2. One designated partner living in India

    At least one designated partner must be resident in India, with 120 days or more here in the current financial year. This is the LLP Act’s own test, not FEMA’s 182-day test, so an NRI who spends 120 days here that year can usually be the resident partner. The other designated partners can live abroad.

  3. When every founder lives abroad

    If no founder meets the 120-day test, a resident individual must join, as a partner or as the nominee of a company partner, and act as a designated partner. The founders bring in that person; we do not find one for you. That person shares responsibility for the LLP’s filings and penalties.

  4. A company abroad as a partner

    A company, trust or firm abroad that NRIs or OCIs own and control can be a partner. It acts through an individual it nominates, who can also be one of the designated partners. We ask for its ownership papers and a board resolution naming that individual.

  5. Digital signature and DPIN

    Each designated partner needs a Class 3 digital signature, issued after video verification, and a designated partner number. The number is applied for inside FiLLiP, for up to five people. An NRI abroad enrols with a passport and an overseas address proof, with no notary or apostille.

  6. A registered office in India

    The LLP needs a registered office in India, with proof of address, a utility bill not older than two months and the owner’s no-objection letter. All three go into FiLLiP with the incorporation filing. If the office moves later, the change takes effect only when the notice is filed with the Registrar.

FEMA Rules for NRI Contribution

FEMA decides which money can go into the LLP and how it can come back. The table further down compares the two routes; these points cover what it cannot.

  1. Businesses to check first

    For farming, plantations, real estate dealing, farm houses or transfer of development rights, ask us first. FEMA bars non-repatriation investment by NRIs in companies doing these; the rules do not say in terms whether the bar reaches LLP contribution, so we check your case before money is sent.

  2. Investors linked to a land-border country

    Investors from a country sharing a land border with India cannot invest in an LLP: the FDI Policy (para 3.1.1, Press Note 2 of 2026) requires Government approval for them, and an LLP can take foreign investment only on the automatic route. An NRI, as an Indian citizen, is not caught on citizenship alone.

    This covers a citizen of, or an entity registered in, such a country, and an investing company whose owners from such a country hold more than 10% of it or control it. Living in such a country does not count by itself.
  3. Holding structures

    An LLP owned and controlled by NRIs on the non-repatriation route is treated as Indian-owned. When it invests in another Indian company or LLP, that investment is not counted as foreign investment. On the repatriation route the LLP counts as foreign-owned, so its own investments follow the sector rules.

RBI Filings: We file Form LLP (I), LLP (II) and the FLA return as a separate service: ask us. The rules are in the Foreign Exchange Management (Non-debt Instruments) Rules, 2019, made by the Central Government and published on rbi.org.in.

NRI LLP Registration Cost

Our Pricing Promise

  • Nothing Hidden
  • Stamp Duty at Actuals
  • Fully Customisable
  • GST Shown Separately
  • Transparent & Itemised
  • Written Estimate by Email
  • Govt Fee at Actuals
  • Clear Exclusions (if any)

What affects your total cost? The route, the partners abroad, the State and the contribution set the total. Our fee starts at ₹7,999 on the non-repatriation route and ₹11,999 on the repatriation route, where our most senior staff handle the FEMA side. Each covers RUN-LLP, FiLLiP with the DPIN, PAN and TAN, and the LLP agreement with Form 3. You get an itemised estimate before you pay.

Learn more about our pricing policy

NRI LLP Cost

Repatriation route from ₹11,999. DSCs, the valuation certificate, RBI filings, government fees and stamp duty are separate items, and GST at 18% is added. Professional Fee From

₹7,999/-

Non-repatriation route; fee only, GST extra

Documents Required for NRI LLP Registration

Names and addresses in FiLLiP must match your papers. Papers signed abroad (the subscriber sheet, your KYC papers and later the LLP agreement) are notarised and apostilled, or consularised where the country is not in the Hague Convention: we ask for this so MCA and the bank accept them. Your digital signature needs no attested papers.

From each NRI or OCI partner

  • Passport
    Your passport is the main identity proof. The name and date of birth you give in FiLLiP must match it.
  • OCI card (OCI cardholders)
    OCI cardholders also give the OCI card. PIO cardholders are deemed OCI cardholders from 9 January 2015.
  • Overseas address proof
    A recent bank statement or utility bill in your name, showing your address abroad.
  • PAN
    A PAN, if you have one; ask us if you do not.
  • Photo, e-mail and mobile
    Used for the digital signature video verification and for the MCA filings.

From a company abroad that is a partner

  • Certificate of incorporation
    Of the company, trust or firm that will be the partner.
  • Ownership papers
    Papers showing who owns the entity and who appoints its board; we confirm what RBI accepts.
  • Board resolution
    Names the individual who will act for the entity in the LLP.
  • Nominee’s papers
    Passport and address proof of that individual, as for an NRI partner.

Resident partner and office

  • Resident partner’s PAN and Aadhaar
    For the partner who meets the 120-day test, with an address proof.
  • Office address proof
    Sale deed, lease or rent agreement for the office in India.
  • Utility bill
    Electricity, water or gas bill for the office, not older than two months.
  • Owner’s no-objection letter
    The owner’s consent to use the premises as the LLP’s registered office.

Step-by-Step NRI LLP Registration Process

Six steps run from the digital signatures to money in the LLP’s bank account. Steps 1 and 3 run while step 2 is under way abroad, because the signatures and the name need no attested papers. Times are estimates, and the Registrar may ask questions.

  1. Digital signatures by video

    Each designated partner gets a Class 3 digital signature from a Certifying Authority licensed under the IT Act, after a video verification on the phone. An NRI abroad enrols with a passport and an overseas address proof; no apostille or notary is needed for the signature.

    ⏳ Turnaround: usually 1⁠–⁠2 working days.

  2. Papers signed and attested abroad

    You sign the subscriber sheet and your KYC papers abroad, have them notarised and apostilled, or consularised outside the Hague Convention, and courier or scan them to us. We ask for this so MCA and the bank accept them. We tell you what your country needs before you sign.

    ⏳ Turnaround: depends on your country; usually a few days.

  3. Name approval through RUN-LLP

    We check the name against the MCA records and the trade mark register, then file RUN-LLP with two proposed names. An approved name is reserved for three months, so attestation abroad can finish first. The MCA fee for RUN-LLP is ₹200 at any contribution, paid when we file.

    ⏳ Turnaround: usually 2⁠–⁠4 working days.

  4. FiLLiP with DPIN, PAN and TAN

    We prepare FiLLiP with the partners’ details, the DPIN applications and the PAN and TAN requests; the partners sign it with their digital signatures. The LLP Act gives the Registrar 14 days from a complete filing to register the LLP and issue the certificate. The PAN and TAN arrive with it.

    ⏳ Turnaround: the Registrar’s 14-day period runs once the filing is complete.

  5. LLP agreement and Form 3

    We draft the LLP agreement. It is stamped in the State whose duty applies and signed by the partners; you buy the stamp paper or e-stamp. Partners abroad sign it before a notary and have it apostilled, as in step 2. We file it with Form 3 within 30 days of incorporation.

    ⏳ Turnaround: within 30 days of incorporation.

  6. Bank account and contribution

    The LLP opens its current account on the bank’s own KYC, and your contribution comes in by the route you chose. On the repatriation route, a fair-price certificate from a CA, cost accountant or approved valuer comes first, the money arrives from abroad or a repatriable account such as NRE or FCNR(B), and Form LLP (I) is due within 30 days.

    ⏳ Turnaround: after the certificate of incorporation.

Timeline for NRI LLP Registration

About 10⁠–⁠15 working days to the certificate of incorporation. The signatures and the name run while your papers are attested abroad, and FiLLiP goes in once they reach us, so a slow attestation moves the date. The LLP agreement follows within 30 days, then the bank account. These are our estimates, not an MCA standard, and a resubmission adds a round.

  1. Day 1⁠–⁠2

    Digital Signatures

    🔏 Each designated partner completes a video verification from abroad and receives a Class 3 digital signature.

  2. Day 1⁠–⁠4

    Name Approval

    📝 RUN-LLP is filed with two proposed names while your papers are attested abroad; an approved name is held for three months.

  3. Day 5⁠–⁠15

    Incorporation

    🏛️ FiLLiP is filed once your attested papers arrive; the Registrar issues the certificate of incorporation with PAN and TAN.

  4. Within 30 days

    LLP Agreement

    📄 The LLP agreement, stamped and signed by the partners, is filed in Form 3 within 30 days of incorporation.

Non-Repatriation vs Repatriation

Both routes are open to NRIs, OCIs and the companies abroad they own and control. The table sets out how each one works, so you can choose before any money is sent. Each row is one practical difference: what FEMA treats the money as, the businesses the LLP can run, the accounts you pay from, where exit money goes, the valuation and the RBI filings that follow. Read across a row to compare one point.

How an NRI’s money comes into an LLP: the two FEMA routes
No.PointNon-RepatriationRepatriation
1Treated asA resident’s investmentForeign investment
2Business allowedMost businesses; farming and real estate: ask us100% automatic-route sectors only
3Money fromAbroad, or NRE, FCNR(B) or NROAbroad, or a repatriable account
4Money back toYour NRO account onlyAbroad, or a repatriable account
5Capital abroad laterNot on this routeYes, net of tax
6ValuationNot requiredFair-price certificate before money comes in
7RBI filingsNo FLA return; ask us about Form LLP (I)Form LLP (I) in 30 days; FLA by 15 July
8Our fee from₹7,999₹11,999
Quick Takeaway Choose non-repatriation if the money can stay in India: it is treated like a resident’s money, with no valuation and no FLA return. Choose repatriation if you will want the money back abroad and the LLP’s business is open 100% to foreign investment under the automatic route.

← Swipe sideways to compare the routes →

Benefits of an LLP for NRIs

An LLP lets NRI and OCI founders run an Indian business with limited liability and lighter yearly filings than a company. The six points below explain why it suits partners who live abroad.

Run an Indian business from abroad

Partners can live anywhere; the LLP needs one designated partner who meets the 120-day test each year.

Limited liability

A partner is not personally liable for the LLP’s obligations merely by being a partner (Section 28, LLP Act).

No minimum contribution

The Act sets no minimum capital. An NRI’s contribution comes in as money, by remittance or from an Indian bank account.

A resident’s footing

On the non-repatriation route, FEMA treats your contribution like a resident’s, with a short list to check first.

Profit taxed once in India

In India, a partner’s share of the LLP’s taxed profit is not taxed again where it follows the agreement’s ratio.

Room to grow into a company

An LLP with foreign investment in an open sector can convert into a company later under the automatic route.

Government Fees for NRI LLP Registration

MCA fees for an LLP depend on the partners’ total contribution and are the same in every State. They are paid on the MCA portal with each form. DSC charges and State stamp duty on the LLP agreement are not MCA fees.

MCA fees for registering an LLP, by total contribution
No.FilingContributionFee
1RUN-LLPAny contribution₹200
2FiLLiPUp to ₹1 lakh₹500
3FiLLiP₹1–5 lakh₹2,000
4FiLLiP₹5–10 lakh₹4,000
5FiLLiP₹10–25 lakh₹5,000
6FiLLiP₹25 lakh–1 crore₹10,000
7FiLLiPAbove ₹1 crore₹25,000
8Form 3Up to ₹1 lakh₹50
9Form 3₹1–5 lakh₹100
10Form 3₹5–10 lakh₹150
11Form 3₹10–25 lakh₹200
12Form 3₹25 lakh–1 crore₹400
13Form 3Above ₹1 crore₹600

Note: Example at ₹1 lakh contribution: RUN-LLP ₹200, FiLLiP ₹500 and Form 3 ₹50, a total of ₹750 in MCA fees. If the contribution later moves to a higher slab, the difference in the FiLLiP fee is paid through Form 3. DSCs, stamp duty, our fee and GST at 18% come on top of the MCA fees.

Fees are set in Annexure A of the LLP Rules, 2009 on the MCA website. Founders living in India: see LLP registration.

Stamp Duty on the LLP Agreement by State

The LLP agreement carries State stamp duty, which no portal collects: it is paid on stamp paper or e-stamp in the State whose duty applies. The table shows ten States at three contribution levels, highest duty at ₹10 lakh first.

Stamp duty on an LLP agreement in ten States, by contribution
No.StateRule₹1 lakh₹5 lakh₹10 lakh
1Rajasthan₹2,000 per ₹50,000, max ₹10,000₹4,000 (₹5,200)₹10,000 (₹13,000)₹10,000 (₹13,000)
2Maharashtra1% of contribution, max ₹50,000₹1,000₹5,000₹10,000
3Gujarat₹1 per ₹100 of contribution₹1,000₹5,000₹10,000
4Madhya Pradesh2% of contribution, max ₹10,000₹2,000₹10,000₹10,000
5Delhi1% of contribution, max ₹5,000₹1,000₹5,000₹5,000
6Karnataka₹5,000 up to ₹10 lakh₹5,000₹5,000₹5,000
7Tamil Nadu₹1,000 flat₹1,000₹1,000₹1,000
8Telangana₹500 flat₹500₹500₹500
9Uttar PradeshFlat, as a ₹10,000 bond₹400₹400₹400
10West Bengal₹150 above ₹50,000₹150₹150₹150

Agreements signed abroad: If the agreement is signed outside India, ask us which State’s duty applies and when. Rajasthan figures in brackets include its 30% surcharge. States revise rates by notification, so your written estimate confirms the current figure before you buy the stamp paper or e-stamp.

Taxation of an LLP with NRI Partners

The LLP pays tax as a firm under the Income-tax Act, 2025, which applies to income from 1 April 2026. Partners are taxed on the remuneration and interest the LLP pays or credits to them, not again on their share of profit in India.

Income tax on an LLP, tax year 2026-27
No.ItemRate or rule
1Tax rate30% of total income
2Surcharge12% where total income exceeds ₹1 crore
3Cess4% of tax and surcharge
4Alternate minimum tax18.5%, only where specified deductions are claimed
5Partner’s profit shareNot taxed again in India, if it follows the agreement’s ratio
6Remuneration limitHigher of ₹3 lakh or 90% of the first ₹6 lakh book profit, 60% of the rest
7Interest to partnersUp to 12% a year, simple
8Presumptive schemeNot available to an LLP

← Swipe sideways to see all columns →

Tax on what an NRI partner draws, and treaty relief, depend on the partner’s country: ask us.

Yearly Compliance for an NRI LLP

An LLP files its accounts and annual return every year, whatever its business. An LLP that took repatriation money also reports to the RBI; for non-repatriation money, ask us. The table lists each filing and what happens if it is missed.

LLP filings and RBI reports
No.FilingFormWhenConsequence of missing it
1LLP agreementForm 330 days from incorporation or a changeAdditional fee, rising with the delay
2Partner changesForm 4Within 30 days of the change₹10,000 (LLP and each designated partner)
3Annual returnForm 11By 30 May₹100 a day, capped (see below)
4Yearly accountsForm 8By 30 October₹100 a day, capped (see below)
5AuditPractising CAIf both audit limits are crossedPartners may choose an audit anyway
6Income-tax returnITR31 August, or 31 October if auditedLate filing under the Income-tax Act, 2025
7DPIN KYCDIR-3 KYCBy 30 June, every third year₹5,000 fee to reactivate the DPIN
8Name on invoicesLLPIN, addressOn every invoice and letter₹10,000 penalty
9Repatriation moneyForm LLP (I)Within 30 days of receiving itLate submission fee set by the RBI
10Transfer of a shareForm LLP (II)Within 60 days of receiving fundsLate submission fee set by the RBI
11Foreign liabilitiesFLA returnBy 15 July each yearLate submission fee set by the RBI

Note: On top of these penalties, late MCA forms also carry an additional fee: once the normal fee for up to 15 days, rising to 15 times for a small LLP and 30 times for others by 360 days, and 25 or 50 times after that. A small LLP pays only half the penalties in the table (Section 76A).

The daily penalty for Forms 11 and 8 stops at ₹1 lakh for the LLP and ₹50,000 for each designated partner. An audit is needed only when turnover exceeds ₹40 lakh and contribution exceeds ₹25 lakh. Our LLP annual compliance service covers the yearly filings; RBI filings are a separate service. No penalty is imposed if the default is put right before, or within 30 days of, the adjudicating officer’s notice under the LLP Act.

Due Dates for an NRI LLP

These are the standard deadlines for an LLP with a 31 March year end. Check notified extensions each year.

Main deadlines for an LLP with NRI partners
No.FilingDue byHow it is counted
1Form 3 (LLP agreement)30 days after incorporationFrom the date on the certificate
2Form LLP (I)30 days after the money arrivesRepatriation route only
3FLA return15 JulyEach year after repatriation money comes in
4Form 11 (annual return)30 May60 days after 31 March
5Form 8 (accounts)30 October30 days after six months of the year
6Income-tax return31 August or 31 October31 October if the accounts are audited
7DIR-3 KYC30 June, every third yearFor each designated partner’s DPIN
8First financial year31 March of the next yearIf the LLP is formed after 30 September

For the yearly calendar, see the compliance calendar.

Frequently Asked Questions

These answers cover the questions NRIs and OCIs ask most about forming an LLP in India.

No questions in this category yet. Choose another category or select “All”.

Request a Call / Quote

Tell us where you live, the business the LLP will run, the total contribution and the route you prefer. We will send a written estimate from ₹7,999 (non-repatriation) or ₹11,999 (repatriation), with DSCs, government fees, stamp duty, GST and any separate services listed.

  • Written estimate first

    Fee, statutory charges and GST shown separately, upfront.

  • Free consultation

    A process expert explains the scope and options. No obligation.

  • Quality you can check

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  • Support through completion

    One point of contact, status updates and a support portal.

  • Clear scope and timeline

    Documents needed, working-day timeline, exclusions listed.

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