Section 7 minimums
The statutory floor every LLP has to maintain at all times.
- At least two designated partners
- Both must be individuals
- At least one resident in India
- Dropping below either is a breach to be fixed
Adding a partner to an LLP is two forms and a supplementary agreement, and both forms are due within thirty days. The step people miss is that the LLP agreement itself has to change, because the agreement, not the register, governs the relationship between partners.
Starting at
₹4,999 onwards
Add DP
LLPs admitting a new partner or restoring the minimum
Timeline
Form 3 and Form 4 within 30 days
A partner holds an interest in the LLP under the LLP agreement. A designated partner additionally carries statutory responsibility for compliance under the LLP Act, 2008, and is liable for penalties for default. Section 7 requires every LLP to have at least two designated partners who are individuals, and at least one of them must be resident in India. An LLP that drops below two designated partners, or loses its resident designated partner, is in breach and needs to fix it.
TL;DR
The supplementary LLP agreement attracts stamp duty under the relevant State Stamp Act, generally by reference to the contribution, so a Maharashtra LLP and a West Bengal LLP with identical contributions pay different amounts. An unstamped or under-stamped supplementary agreement is not admissible in evidence, which surfaces exactly when a partner dispute arises.
Designated partner
Carries statutory responsibility for compliance under the LLP Act, 2008, and is liable for penalties for default - unlike an ordinary partner.
DPIN
Designated Partner Identification Number, applied for in Form DIR-3. Existing DIN holders do not need a fresh DPIN.
Form 4
Notice of appointment, filed within thirty days of the appointment with the consent attached, certified by a practising professional.
Form 3
Details of the changed LLP agreement, filed within thirty days of the change. Commonly filed together with Form 4.
The statutory floor every LLP has to maintain at all times.
The agreement, not the register, governs the relationship between partners. This is the step most often skipped.
Form 3 and Form 4 are commonly filed together, and where the contribution changes the sequencing matters.
01
A proposed designated partner without a DPIN or DIN applies in Form DIR-3 with DSC, PAN, address proof and photograph. Existing DIN holders do not need a fresh DPIN. A DSC is required to sign the forms.
02
The incoming partner gives consent to act as designated partner, and the existing partners pass a resolution approving the admission in accordance with the LLP agreement.
03
Executed on stamp paper, recording the admission, the incoming partner's contribution, profit sharing and rights, and stamped per the relevant State Stamp Act.
04
Both within thirty days, certified by a practising professional, in the order the MCA portal expects where the contribution has changed.
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