LLP Event-Based Filings — Form 3, 4, 15: After Approval: What Continues
LLP Event-Based Filings — Form 3, 4, 15 does not end at approval — a set of obligations continues afterwards. The questions below are the ones raised most often in practice; the full scope of the service is on the LLP Event-Based Filings — Form 3, 4, 15 page.
Our LLP has only 2 partners and one wants to exit. Can the LLP continue with a single partner?
No. An LLP must have a minimum of 2 partners at all times under the LLP Act, 2008. If one of two partners exits and no replacement is admitted, the LLP falls below the statutory minimum. The Act provides a limited grace period — if the LLP carries on business for more than six months with fewer than 2 partners, the sole remaining partner can become personally liable for the LLP's obligations incurred during that period, in specified circumstances. Practically, either a new partner must be admitted before or shortly after the exit, or the LLP should be wound up or converted.
In practice: We flag this the moment a 2-partner LLP mentions an exit — this is not a filing you can quietly delay while deciding on a replacement partner. We plan the incoming partner's admission to run in parallel with the exit filing wherever possible.
Can a Non-Resident Indian (NRI) or foreign national become a partner in an Indian LLP?
Yes, subject to FDI conditions. Foreign Direct Investment into an LLP is permitted under the automatic route only in sectors where 100% FDI is permitted under the automatic route for a company, and where there are no FDI-linked performance conditions attached to that sector. LLPs in sectors with FDI caps, government-route conditions, or performance conditions cannot receive FDI at all under current FEMA regulations for LLPs. An NRI or foreign partner's admission requires their consent, KYC documents (apostilled/notarised as applicable), and — if capital is being contributed from abroad — reporting to the RBI on the LLP-specific forms (Form LLP-I / LLP-II through the FIRMS portal, via the Authorised Dealer bank; confirm the current reporting channel).
In practice: We check the LLP's sector classification against the FDI policy for LLPs before advising on admitting a foreign partner with capital contribution — this is a narrower permission than FDI into a private limited company, and assuming parity between the two is a common and costly mistake.
How does PNPC actually track when an event-based filing is due, rather than relying on us to remember?
For clients on our compliance retainer, every reported event — partner change, capital change, office move, name change — is logged with its trigger date and the corresponding 30-day (or applicable) deadline entered into our compliance calendar once it is reported to us. We also conduct periodic reviews with retainer clients specifically to surface any unreported changes before they become aged compliance gaps.
In practice: A common driver of late event-based filings is that partners may not think to call their CA when something changes — they associate 'compliance' only with the annual filing season. We actively ask clients at each periodic check-in whether anything has changed in the partnership, precisely to catch this.
If our LLP has not filed Form 11 or Form 8 for a couple of years, should we fix that before or after the event-based filing?
Generally, event-based filings that are further overdue (and accruing additional fees for longer) should not be delayed further while annual filings are sorted out — the two can often be pursued in parallel. That said, there can be sequencing dependencies: for instance, if a partner change needs to be reflected before the next Form 11 is filed, doing the event-based filing first ensures the annual filing captures accurate figures. We assess the specific sequence needed based on what is outstanding.
In practice: An LLP may have several years of annual filings and multiple event-based filings pending simultaneously. The full compliance history should be mapped first and the catch-up filings sequenced in the order that avoids inconsistency between them, rather than filing whichever form happens to be asked about first.
Does an LLP need a fresh PAN or TAN when a partner changes?
No. The LLP's PAN and TAN remain unchanged when partners join or exit — these are issued to the LLP as a legal entity, not tied to specific partners. However, the LLP's GST registration records an authorised signatory, and if that signatory was the exiting partner, the GST portal's authorised signatory details need a separate update — this is not automatic just because the MCA filing is done.
In practice: We include a downstream checklist with every partner-change engagement specifically covering GST authorised signatory updates, bank mandate updates, and any sector licences that separately list the partner — MCA approval alone does not cascade to these.
What if the partners cannot agree on the terms of a partner's exit — does PNPC get involved in resolving the dispute itself?
PNPC's role is to ensure the eventual filing accurately and compliantly reflects whatever the partners agree — we draft the supplementary agreement and manage the MCA filing once terms are settled. Where partners are in genuine dispute over exit terms, valuation of the exiting partner's share, or other substantive matters, that is fundamentally a legal/commercial negotiation; we can advise on the compliance and tax implications of different settlement structures, and refer to or work alongside legal counsel for the dispute resolution itself where needed.
In practice: We are careful not to let a filing deadline pressure partners into a rushed settlement just to beat the 30-day window and avoid additional fees. Getting the terms right matters more than filing a day earlier — and reasonable additional fees for a short, considered delay are rarely the largest cost in a genuine partner dispute.
Where this sits in the wider engagement
LLP Event-Based Filings — Form 3, 4, 15 rarely arrives on its own. The statutory basis and the current requirements are set out on the LLP Event-Based Filings — Form 3, 4, 15 service page, and the related services are grouped under Corporate Law.
What PNPC does
PNPC Global has practised since 1986 across India and the UAE. On LLP Event-Based Filings — Form 3, 4, 15 we take the work end to end — reviewing the facts, preparing and filing what is required, and dealing with the authority through to closure.