LLP Annual Filing

Every Indian LLP must file two MCA forms each year and an income tax return. Form 11 (annual return of partners) is due by 30 May, and Form 8 (Statement of Account and Solvency) is due by 30 October. ITR-5 is due 31 July or 31 October if tax audit applies. Audit is mandatory if turnover crosses ₹40 lakh or partner contribution crosses ₹25 lakh. Delayed filing attracts ₹100 per day per form with no cap, so calendar discipline is essential.

Mayank Wadhera

Published: 5 Jun 2023

Updated: 16 May 2026

4 min read

Every Limited Liability Partnership registered in India must file two annual returns with the Ministry of Corporate Affairs, regardless of turnover, profit or activity. For FY 2025-26 filings due in 2026, the MCA V3 portal has streamlined the process — but it has also tightened validations, making errors costlier. Missing the deadlines triggers a ₹100-per-day penalty with no upper cap, which routinely runs into lakhs for inactive LLPs that ignored compliance for years.

The Two Annual Returns You Cannot Skip

LLP compliance rests on two MCA filings and one income-tax return. Form 11 captures the structure of the LLP — partners, contribution, summary of management. Form 8 is the Statement of Account and Solvency, containing financials and a solvency declaration. Both are filed on the MCA V3 portal using DSCs of designated partners.

Form 11 — due 30 May every year for the preceding financial year.
Form 8 — due 30 October every year, signed by two designated partners and certified by a practising professional.
Income tax return — ITR-5, due 31 July (or 31 October if tax audit applies).

When Audit Becomes Compulsory

LLP accounts must be audited by a Chartered Accountant if turnover exceeds ₹40 lakh in a financial year or if contribution from partners exceeds ₹25 lakh. The threshold for income-tax audit under section 44AB is separate — business turnover above ₹1 crore or professional receipts above ₹50 lakh. LLPs claiming presumptive taxation under section 44AD are not eligible because the section is restricted to individuals, HUFs and partnership firms (not LLPs).

Step-by-Step on the MCA V3 Portal

Reconcile the books for the year and finalise the trial balance.
Prepare Statement of Accounts and Solvency in the prescribed format.
Obtain partner DSCs registered on V3 and verify designated partners' DIN status.
File Form 11 first with partner contribution and summary details.
File Form 8 with financial particulars; have a CA, CS or CMA digitally certify it.
Pay the prescribed government fee based on contribution slab and download the challan and acknowledgement.

Penalties for Default

The default penalty for delayed filing of Form 8 or Form 11 is ₹100 per day per form, with no maximum cap until the form is filed. The LLP itself and every designated partner are jointly liable. A persistently non-compliant LLP can also be struck off by the Registrar under section 75 of the LLP Act, after which restoration requires a National Company Law Tribunal petition. Avoid the spiral — file on time.

Common Filing Mistakes

Using outdated contribution figures from the LLP Agreement rather than the year-end books.
Skipping Form 11 because the LLP had no business — Form 11 is still mandatory.
Mismatched partner DIN status (a disqualified or deactivated DIN blocks filing).
Forgetting that the income tax return is separate from MCA returns.

DPT-3, KYC and Other Touchpoints

Beyond Form 8 and Form 11, LLPs holding any loans or deposits from partners or third parties must consider whether Form DPT-3 applies — although DPT-3 was originally framed for companies, MCA circulars have clarified its application to LLPs in specific scenarios. Designated partners must also keep their DIN active by filing Form DIR-3 KYC annually by 30 September; a deactivated DIN blocks every other MCA filing. Maintaining the LLP Agreement on record, with any amendments filed through Form 3, is another quiet but critical compliance area — investors and lenders ask for the latest LLP Agreement during due diligence.

Striking Off vs Reviving an LLP

An LLP that is dormant or unviable can apply for strike-off through Form 24 under Rule 37 of the LLP Rules, 2009, provided it has no liabilities and partner consent is obtained. Striking off is far cheaper than continuing to pay ₹100/day penalties on missed filings for years. Conversely, an LLP that has been struck off by the Registrar can be revived only by petitioning the National Company Law Tribunal within 20 years of strike-off — a slow and expensive process. Decide early whether to revive operations and resume filings, or to close the LLP through Form 24.

Conclusion

LLP annual filing is a low-effort, non-negotiable compliance task. Block 30 May and 30 October on your calendar, keep partner DSCs and DINs active, and do not assume that a dormant LLP is exempt. The cost of timely filing is a few thousand rupees; the cost of ignoring it compounds at ₹100 per day until the LLP is wound up.

Frequently Asked Questions

Is Form 11 mandatory if the LLP had no business during the year?

Yes. Form 11 must be filed even by dormant LLPs that have not commenced any business or generated revenue. The form reports partner contribution and management structure, not turnover, so there is no NIL-exemption.

What is the penalty for delayed LLP filing?

Delayed filing of Form 8 or Form 11 attracts an additional fee of ₹100 per day per form, with no upper limit. The LLP and every designated partner remain liable until the forms are filed and the penalty is paid in full.

When is LLP audit mandatory?

Audit by a Chartered Accountant is mandatory under the LLP Act if turnover exceeds ₹40 lakh in a financial year or partner contribution exceeds ₹25 lakh. Income-tax audit under section 44AB is separate and triggered above ₹1 crore turnover.

Who can certify Form 8?

Form 8 must be signed by two designated partners and certified by a practising Chartered Accountant, Company Secretary or Cost Accountant. The professional's membership number and DSC are mandatory on the V3 portal.