LLP Form 3 — filing the LLP Agreement and any change to it, step by step
Due: Within 30 days
LLP Form 3 puts the LLP Agreement on record with the Registrar, and is filed again every time that agreement changes. A newly incorporated LLP must file it within 30 days of incorporation. Any later change — to contribution, profit sharing, business activity, the rights and duties of partners, or the name — must be filed within 30 days of the change. On MCA V3 Form 3 can also carry a linked Form 5 (change of name) and Form 4 (partner changes) in the same session, so a change that touches both the agreement and the partners is filed together rather than separately.
LLP Form 3 at a glance
| What it is | Information on the LLP Agreement and Changes to It |
|---|---|
| Governing law | Section 23(2) and 23(3) of the Limited Liability Partnership Act, 2008, read with Rule 21(1) of the Limited Liability Partnership Rules, 2009 |
| Deadline | Within 30 days of incorporation, or within 30 days of any change to the agreement |
| Processing mode | STP |
| Who signs | Digitally signed by a designated partner of the LLP, using a valid DIN or DPIN. |
| Who certifies | Mandatory certification by a chartered accountant, cost accountant or company secretary in whole-time practice. A designated partner cannot self-certify Form 3. |
| Late fee | Yes — an additional fee applies |
Who has to file LLP Form 3
- Every newly incorporated LLP, within 30 days of incorporation, filing the initial LLP Agreement.
- Any LLP changing its contribution, profit-sharing ratio, or the rights and duties of its partners.
- Any LLP changing its business activities — which is also where the NIC code on record is updated.
- Any LLP whose agreement is amended for any other reason, including admission or retirement of partners where the agreement itself changes.
When it is due
| Initial LLP Agreement | Within 30 days of the date of incorporation |
|---|---|
| Change in the agreement | Within 30 days of the date the change takes effect |
| Change of name (linked Form 5) | Within 30 days of partners' consent under Rule 20(1) |
| Change of partners (linked Form 4) | Within 30 days of the appointment or cessation |
Where to find it on the MCA portal
The exact path on MCA V3, in order:
MCA Services → E-Filing → LLP Forms Download → Filling of LLP agreement / Intimation of any change in the agreement
Before you start
Every one of these has to be true before the form will go through. Checking them first is what saves a cancelled SRN.
- The LLP Agreement must be executed on stamp paper of the correct value for the state in which the registered office is situated, and stamped before or at execution — not afterwards.
- All partners must have signed the agreement, with witnesses.
- The filer must be a registered Business User on MCA V3, with a DSC associated against their DPIN.
- The form must be certified by a chartered accountant, cost accountant or company secretary in whole-time practice — a designated partner cannot self-certify Form 3.
- If the change also involves partners joining or leaving, be ready to complete the linked Form 4 in the same session.
How to file LLP Form 3, step by step
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Log in and navigate to the form
Sign in at mca.gov.in, then MCA Services → E-Filing → LLP Forms Download, and open Filling of LLP agreement / Intimation of any change in the agreement. Note that Form 3 sits under LLP Forms Download, not on the shorter LLP e-Filing list where Forms 8 and 11 live.
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Enter the LLPIN
Pre-filled if you are logged in as the LLP; searchable by LLP name for professional users; a dropdown for other business users.
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State whether this is the initial agreement or a change
The form branches here. For an initial filing you give the date of the agreement. For a change you give the date of the change and the specific clauses being altered — the form asks you to describe the change, not merely to attach a new agreement.
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Enter contribution and profit-sharing details
Obligation of contribution by each partner and the way profits are shared are the fields most often amended. The figures here must match the agreement being attached — a mismatch between the form and the document is a standard resubmission reason.
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Update business activities and the NIC code if they changed
Form 3 is where the LLP's principal business activity on record is changed, using an NIC 2008 activity code. MCA publishes the full code list as an annexure to its own instruction kit for this form. Picking a code that does not match the described activity is a common query from the Registrar.
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Proceed to the linked Form 5 or Form 4 if applicable
This is specific to Form 3 on V3. After filling the main form you may be offered Proceed to Form 5 (change of name) and Proceed to Form 4 (appointment, cessation or change of a partner). Use them where the same event touches both — filing them together keeps the SRNs linked and avoids one form being blocked by the other.
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Attach the agreement and supporting documents
The executed LLP Agreement, or the supplementary deed recording the change, is the core attachment. Attachments are PDF or JPG, 2 MB maximum each.
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Get the professional certification
Form 3 must be certified by a chartered accountant, cost accountant or company secretary in whole-time practice, who digitally signs it. CAs and cost accountants enter a membership number; company secretaries enter a certificate of practice number, and state whether they are associate or fellow.
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Submit, sign and pay
Submit generates the SRN. Affix the DSC and upload the signed PDF within 15 days, then pay within 7 days of that upload, or due date plus 2 days, whichever is earlier, or the SRN is cancelled.
Documents to attach
Mandatory
- The executed LLP Agreement, on correctly stamped paper, for an initial filing.
- The supplementary or amended deed recording the change, for a change filing.
Optional
- Partners' resolution or consent recording the change.
- Anything that would not fit within a field on the form.
File limits: PDF or JPG only, maximum 2 MB per file.
Government fee for LLP Form 3
The normal fee depends on the total contribution of the LLP, under the LLP Rules, 2009.
| Total contribution of the LLP | Normal fee |
|---|---|
| Up to ₹1,00,000 | ₹50 |
| More than ₹1,00,000 up to ₹5,00,000 | ₹100 |
| More than ₹5,00,000 up to ₹10,00,000 | ₹150 |
| More than ₹10,00,000 up to ₹25,00,000 | ₹200 |
| More than ₹25,00,000 up to ₹1,00,00,000 | ₹400 |
| More than ₹1,00,00,000 | ₹600 |
Late filing fee
Form 3 is an event-based form. The additional fee follows the same multiplier ladder as Forms 8 and 11 up to 360 days, but beyond 360 days it becomes a flat 25 times the normal fee for a small LLP and 50 times for any other LLP — there is no per-day component, unlike Forms 8 and 11.
Work out the exact amount for your delay with our free LLP late fee calculator, or see every LLP deadline in one place on the LLP compliance calendar.
Why LLP Form 3 gets rejected
These are the failures that actually stop filings, in rough order of how often they come up.
Stamp duty wrong for the state
The LLP Agreement is stamped according to the state of the registered office, and rates differ widely between states. An under-stamped agreement is the most common substantive defect.
Agreement filed after 30 days
The clock runs from incorporation, or from the date the change took effect — not from the date the deed was typed up.
Form figures do not match the attached agreement
Contribution and profit-sharing in the form must be identical to the document attached.
NIC code does not match the stated activity
Choose the code that actually describes the business; a mismatch draws a query.
Missing professional certification
Form 3 always needs a practising CA, CS or cost accountant to certify. There is no self-certification route.
Partner change filed separately and blocking things
If the same event changes both the agreement and the partners, use the linked Form 4 route from inside Form 3. A separately filed, still-pending Form 4 will block Form 11 later.
Undated or unwitnessed agreement
The agreement must be dated and properly witnessed before it is attached.
LLP Form 3 — frequently asked questions
What is the due date for LLP Form 3?
Within 30 days of incorporation for the initial LLP Agreement, and within 30 days of the change for any later amendment to that agreement.
Is LLP Form 3 mandatory even if the partners never signed a formal agreement?
Yes. Form 3 must be filed within 30 days of incorporation. If partners do not execute an agreement, the First Schedule to the LLP Act applies by default — but the filing obligation does not disappear, and an LLP with no filed agreement runs into problems at its first change of partners or contribution.
How much stamp duty is payable on an LLP Agreement?
It depends on the state where the registered office is located and, in most states, on the amount of contribution. The agreement must be stamped before or at execution — paying later does not cure it.
Can I file Form 3 and Form 4 together?
Yes, and you usually should when the same event affects both. On MCA V3, Form 3 offers a Proceed to Form 4 option (and Proceed to Form 5 for a name change), keeping the filings linked in one session.
What is the late fee for LLP Form 3?
The same multiplier ladder as the annual forms up to 360 days — 1x, then 2x/4x, 4x/8x, 6x/12x, 10x/20x, 15x/30x for small LLP and other LLP. Past 360 days it becomes a flat 25x for a small LLP and 50x for any other, with no per-day addition.
Do I need a CA or CS to certify Form 3?
Yes. Form 3 must be certified by a chartered accountant, cost accountant or company secretary in whole-time practice. Unlike Form 11 at lower thresholds, there is no designated-partner self-certification option.
Where do I change my LLP's business activity?
In Form 3, by filing the change to the LLP Agreement along with the updated NIC 2008 activity code.
Checked against the Ministry of Corporate Affairs instruction kit for this web form and the Limited Liability Partnership Rules, 2009. MCA changes its forms and fees from time to time — confirm the current position on mca.gov.in before you file.