What is limited liability partnership?

3 Answer(s)


Limited liability Partnership(LLP)is partnership in which all partners have limited liability which means they are not responsible for negligence or misconduct or liability of other partners. There should be two or more partners of whom least one should be resident in India. Eg: A Partnership firm has partners A and B, C and D. A has been sued for his Negligence of profession by his client. Now B,C and D are not liable for the Negligence of A even though they are partners of A.


A limited liability partnership (LLP) is a partnership in which some or all partners (depending on the jurisdiction) have limited liabilities. It therefore exhibits elements of partnerships and corporations. This is an important difference from the traditional unlimited partnership, in which each partner has joint and several liability.
The Limited Liability Partnership Act 2008 was published in the official Gazette of India on January 9, 2009 and has been notified with effect from 31 March 2009. However, the Act, has been notified with limited sections only.[4] The rules have been notified in the official gazette on April 1, 2009. The first LLP was incorporated in the first week of April 2009.
1. In India, for all purposes of taxation, an LLP is treated like any other partnership firm.
2. be limited to their agreed contribution in the LLP.
3. Further, no partner would be liable on account of the independent or unauthorized actions of other partners, thus allowing individual partners to be shielded from joint liability created by another partner's wrongful business decisions or misconduct.
4. LLP shall be a body corporate and a legal entity separate from its partners. It will have perpetual succession. Indian Partnership Act, 1932 shall not be applicable to LLPs and there shall not be any upper limit on number of partners in an LLP unlike an ordinary partnership firm where the maximum number of partners can not exceed 20, LLP Act makes a mandatory statement where one of the partner to the LLP should be an Indian.
5. Provisions have been made for corporate actions like mergers, amalgamations etc.
6. While enabling provisions in respect of winding up and dissolutions of LLPs have been made, detailed provisions in this regard would be provided by way of rules under the Act.
7. The Act also provides for conversion of existing partnership firm, private limited company and unlisted public company into a LLP by registering the same with the Registrar of Companies (ROC)
8. Nothing Contained in the Partnership Act 1932 shall effect an LLP.
9. The Registrar of Companies (Roc) shall register and control LLPs also.


LLP is a common company structure in the USA. Since 2009 it is becoming popular in india as well.

Surana and Karthik have covered the other details.