Problems & solutions · LLP registration

LLP registration problems and how to fix them

Most LLP registrations that get delayed fail on the same few points: a name that resembles another, a designated partner who does not meet the residence rule, an address proof that is too old, or names that do not match across PAN, Aadhaar and the DSC. Each problem below says what you will see, why it happens and exactly what to do next.

13 problems solvedFor LLP partners, CAs, CSs and accountantsLast reviewed: 5 October 2026

Partners & professionals

RUN-LLP name rejected: "resembles an existing LLP, company or trademark"

What you see

The RUN-LLP application is rejected or sent back with a remark that the proposed name is identical to, or too nearly resembles, an existing LLP, company or registered trademark.

Why it happens

  • The name differs from an existing name only by plural or singular form, spelling, spacing, punctuation, or the words "LLP" or "Limited Liability Partnership".
  • A trademark is registered or applied for in the same field.
  • The name uses a word that needs government approval, or is generic with nothing distinctive.

How to fix it

  1. Search the MCA name check and the IP India trademark search for every option, including close spellings.
  2. Use a distinctive coined word plus a word that describes the business, and end the name with "LLP" or "Limited Liability Partnership".
  3. If the application was sent back, answer every remark in the resubmission, and attach a no-objection letter where the similar name belongs to your own group or the trademark owner.
  4. If it is finally rejected, file a fresh RUN-LLP with new names after doing the searches.

Avoid it next time

Shortlist several distinctive names and check MCA and trademark records before you file. Our name checker is a quick first filter.

Law: Section 15, LLP Act 2008; Rule 18, LLP Rules 2009 LLP name availability checker →LLP registration step by step → #
Partners & professionals

The approved LLP name lapsed before FiLLiP was filed

What you see

FiLLiP cannot be linked to the reserved name, or the portal shows that the reservation has expired.

Why it happens

  • A name reserved through RUN-LLP is valid for a limited period (three months for a new LLP). The documents, DSCs or office proof were not ready in time.

How to fix it

  1. Check that the name is still free, and reserve it again through RUN-LLP, or propose it directly in FiLLiP.
  2. Collect every partner's KYC, the DSCs and the office proof before reserving next time.

Avoid it next time

Treat the name reservation as the last step before filing, not the first.

Law: Section 15, LLP Act 2008; Rule 18, LLP Rules 2009 Documents required for LLP registration → #
For professionals

FiLLiP sent back for resubmission: what to do

What you see

The SRN status shows "Pending for resubmission", with remarks about the partners, the office proof, the business activity or the subscription sheet.

Why it happens

  • The examiner found a defect that can be corrected: unclear scans, a mismatch in names or addresses, a vague business activity, or missing consent and subscriber details.

How to fix it

  1. Read every point in the remark. Some remarks have several parts.
  2. Correct the form and replace the attachments. Add a short explanatory letter where a remark needs explanation rather than a document.
  3. Resubmit within 15 days. If defects remain, the Registrar can allow one more 15-day window, but the total time for resubmission cannot exceed 30 days. After that the form can be rejected.

Avoid it next time

Before filing, check that each partner's name, father's name, date of birth and address match exactly across PAN, Aadhaar, the DSC and the proofs.

Partners & professionals

Rejected because no designated partner is resident in India

What you see

A remark says the LLP has no designated partner who is resident in India.

Why it happens

  • An LLP needs at least two designated partners who are individuals, and at least one of them must have stayed in India for at least 120 days in the financial year.
  • All proposed designated partners live abroad, or the residence detail was entered wrongly.

How to fix it

  1. Appoint at least one designated partner who meets the 120-day condition.
  2. Correct the residence details in the form and resubmit.

Avoid it next time

Settle the partner and designated-partner list, and check residence, before applying.

Law: Section 7(1), LLP Act 2008 (as amended in 2021) How many partners an LLP needs → #
For partners

Registered office proof rejected: old bill, no NOC or address mismatch

What you see

The remark says the address proof is old, does not match the address entered, or that the owner's NOC or rent agreement is missing.

Why it happens

  • The utility bill is older than two months, or is in someone else's name with no document linking it to the owner.
  • The address typed in the form differs from the bill, for example a missing flat number or PIN.
  • The premises belong to a relative or landlord, and no NOC is attached.

How to fix it

  1. Attach a recent utility bill for the premises (MCA expects one not older than two months; check the current FiLLiP instruction kit).
  2. Attach the owner's signed NOC, plus the rent agreement if rented.
  3. Copy the address into the form exactly as it appears on the bill.
  4. A home address can be used as the registered office if the owner consents.

Avoid it next time

Collect the latest bill and a signed NOC on the day you start filing.

For partners

PAN, Aadhaar and DSC names do not match

What you see

PAN verification fails in FiLLiP, or the DSC provider will not issue a certificate.

Why it happens

  • The name or date of birth differs between PAN and Aadhaar.
  • The DSC was issued in a name that does not match the PAN exactly.

How to fix it

  1. Correct the wrong record first: PAN through Protean or UTIITSL, or Aadhaar through UIDAI.
  2. Wait until the corrected PAN shows in the Income-tax database.
  3. Obtain a DSC in the name exactly as per PAN, then file.

Avoid it next time

Check every partner's PAN and Aadhaar before buying DSCs.

Law: LLP Rules 2009 (identity of designated partners) Is a DSC mandatory for LLP registration? → #
Partners & professionals

A proposed designated partner's DIN or DPIN is deactivated

What you see

The portal will not accept the DIN, or the master data shows it as deactivated for non-filing of DIR-3 KYC.

Why it happens

  • The person already holds a DIN from another LLP or company and missed DIR-3 KYC.

How to fix it

  1. Do not apply for a second DIN. One person may hold only one.
  2. File DIR-3 KYC Web with the ₹5,000 government fee to reactivate it, then use it in FiLLiP.

Avoid it next time

Check every proposed designated partner's DIN status before you start. DIR-3 KYC now runs on a three-year cycle.

Law: Rule 12A, Companies (Appointment and Qualification of Directors) Rules 2014, applied to LLP designated partners Do LLP partners need DIR-3 KYC? → #
For professionals

A company or another LLP wants to be a partner: documents rejected

What you see

The remark asks for the body corporate's authority or its nominee's details.

Why it happens

  • A body corporate can be a partner, but it acts through an individual nominee. A board resolution or authority naming the nominee, and the nominee's KYC, are needed.
  • A body corporate cannot itself be a designated partner. Its nominee, who must be an individual with a DIN, can act as a designated partner.

How to fix it

  1. Attach the body corporate's board resolution or partners' resolution authorising the investment and naming the nominee.
  2. Give the nominee's identity, address proof and DIN or DSC as required.
  3. For a foreign body corporate, check the FEMA conditions for investment in an LLP first.

Avoid it next time

Prepare the body corporate's resolution in the exact format before filing.

Law: Sections 5 and 7(1) (proviso), LLP Act 2008 Consent of partner or nominee → #
Partners & professionals

LLP agreement (Form 3) not filed within 30 days of incorporation

What you see

The LLP is incorporated, but no Form 3 has been filed, and the additional fee is growing.

Why it happens

  • Partners assumed the agreement was part of incorporation. It is a separate filing, due within 30 days of incorporation.
  • The draft agreement was not finalised, or stamp duty was not paid.

How to fix it

  1. Finalise and execute the LLP agreement on stamp paper of the correct value for the state.
  2. File Form 3 at once. The additional fee rises with the delay, in multiples of the normal fee.
  3. Until an agreement is filed, the default rules in the First Schedule of the LLP Act govern the partners' rights, such as equal sharing.

Avoid it next time

Draft the LLP agreement while the incorporation is being processed, and execute it the week the certificate arrives.

Law: Section 23, LLP Act 2008; Rule 21, LLP Rules 2009 Form 3 guide →LLP agreement stamp duty calculator →LLP agreement draft → #
For professionals

Business activity or NIC code questioned

What you see

A remark asks for a clearer business activity, or says the activity needs regulatory approval.

Why it happens

  • The activity is too broad, or covers a regulated business such as lending, deposits, insurance or chit funds.
  • The NIC code does not match the stated activity.

How to fix it

  1. Describe one clear main business with closely related activities.
  2. Remove regulated activities unless the LLP will actually obtain the licence.
  3. Choose the NIC code that matches the main activity.

Avoid it next time

Write the activity the way the business actually works, then pick the NIC code from it.

For professionals

A foreign partner is contributing capital: what FEMA filings are needed?

What you see

A non-resident partner wants to contribute capital, and the bank asks about FEMA reporting.

Why it happens

  • Foreign investment in an LLP is allowed under the automatic route only in sectors where 100% FDI is permitted automatically and no FDI-linked performance conditions apply.
  • Each capital contribution received from a person resident outside India must be reported in Form LLP-I on the FIRMS portal within 30 days of receipt.

How to fix it

  1. Confirm that the LLP's business falls in a permitted sector.
  2. Receive the contribution through banking channels, with the bank's KYC on the remitter.
  3. File Form LLP-I within 30 days, with a valuation certificate as required.
  4. If late, file with the late submission fee.

Avoid it next time

Check sector eligibility before admitting a foreign partner, not after the money arrives.

Law: Foreign Exchange Management (Non-debt Instruments) Rules 2019; FEM (Mode of Payment and Reporting of Non-Debt Instruments) Regulations 2019 LLP registration → #
For partners

Bank is delaying the LLP's current account

What you see

The bank keeps asking for more documents or the LLP agreement.

Why it happens

  • Banks usually want the incorporation certificate, the LLP agreement (filed in Form 3), PAN, a partners' resolution naming the authorised signatories, and each designated partner's KYC.
  • If the LLP agreement has not yet been filed, the bank may not proceed.

How to fix it

  1. Execute and file the LLP agreement first.
  2. Pass a partners' resolution for opening the account and naming the signatories.
  3. Give the bank one consistent set of documents with matching names and addresses.

Avoid it next time

Finish the LLP agreement before approaching the bank.

Law: Bank KYC norms; Section 23, LLP Act 2008 LLP agreement draft → #
For partners

Does a new LLP need EPFO and ESIC registration?

What you see

You are unsure whether the LLP must register for provident fund and ESI.

Why it happens

  • EPF and ESI apply when employee-count and wage thresholds are met, not because the LLP exists.

How to fix it

  1. Check the employee count and wages against each law's threshold.
  2. Register when the law applies, and start contributions from that date.

Avoid it next time

Review the thresholds every time you hire.

Law: Code on Social Security 2020 (in force from 21 November 2025); EPF and MP Act 1952, to the extent still in force Does an LLP get EPFO and ESIC at incorporation? → #

Stuck on one of these right now? Send us the SRN, the notice or a screenshot of the error. We will tell you the fix and the deadline, and file it for you if you want.

Get help with this problem

More problems and fixes

This library gives general guidance on the LLP Act, LLP Rules and related tax rules as they stood on the review date. Portals and rules change. Check the current form instructions, or ask a professional, before acting on a deadline or a notice. Related: LLP FAQ · LLP compliance calendar · Llp Registration Ahmedabad · Documents Required For Llp Registration · Llp Name Availability Checker · Nic Code For Llp

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