Does a dormant LLP still need to file Form 11 and Form 8?

Yes. Annual filing of Form 11 and Form 8 is mandatory for every LLP regardless of business activity. Late fee is ₹100 per day per form with no cap.

Is audit mandatory for all LLPs?

CA audit is required for Form 8 if turnover exceeds ₹40 lakh or capital exceeds ₹25 lakh. Income tax audit applies if turnover exceeds ₹1 crore.

Can an LLP be struck off with pending filings?

No. All pending Form 11 and Form 8 filings and late fees must be cleared before a striking off application (Form 24) is accepted by MCA.

LLP Compliance Overview – Annual & Event-Based Compliance for LLPs in India | NDS Avla

LLP Compliance Overview – Annual Filings & Event-Based Obligations Under the LLP Act 2008

A Complete Roadmap of Mandatory LLP Compliances: What to File, When to File, and What Happens If You Miss It

A Limited Liability Partnership (LLP) offers the operational flexibility of a partnership with the limited liability protection of a company — but that protection comes with a compliance price. LLPs registered under the LLP Act 2008 must meet a clear set of annual and event-based filing obligations with the Registrar of Companies (ROC) on the MCA portal. Unlike companies, LLPs have a leaner compliance calendar — but the penalties for missed filings are disproportionately severe and begin accumulating from day one of default.

The two core annual filings — Form 11 (Annual Return) and Form 8 (Statement of Account and Solvency) — are mandatory for every LLP regardless of whether it has had any transactions in the financial year. Beyond these, any structural change — a new partner joining, an existing partner leaving, a change of address, an amendment to the LLP Agreement, or a name change — triggers separate event-based filings, each with its own deadline and penalty regime.

Our LLP Compliance Services

Annual Return (Form 11)

Preparation and filing of LLP Form 11 — the Annual Return disclosing partner details, contributions, and summary of LLP business — due by May 30 each year for the preceding financial year ending March 31.

Statement of Account & Solvency (Form 8)

Preparation and filing of Form 8 — the annual financial statement of the LLP — due by October 30 each year. For LLPs with turnover above ₹40 lakh or capital above ₹25 lakh, audit by a practising CA is mandatory.

Partner Changes

Filing Form 4 for appointment or cessation of a Designated Partner or Partner — within 30 days of the change — along with the updated LLP Agreement (if contribution changes) filed via Form 3.

Address Changes

Filing Form 15 for change of registered office address within the same state, or the application process for a cross-state change — with Board Resolution, NOC, and address proof documentation.

LLP Agreement Amendments

Filing Form 3 for any amendment to the LLP Agreement — changes in profit-sharing ratio, contribution amounts, partner roles, or other terms — within 30 days of the change.

Name Change & Striking Off

Filing the application for direction to change LLP name (if ordered by MCA), voluntary name change via Form 5, and application for striking off a defunct LLP via Form 24.

LLP Annual Compliance Calendar

Form	Purpose	Due Date	Late Fee
Form 11	Annual Return	30 May (every year)	₹100 per day
Form 8	Statement of Account & Solvency	30 October (every year)	₹100 per day
ITR-5	Income Tax Return	31 July (non-audit) / 31 Oct (audit)	₹5,000 – ₹10,000
DPIN eKYC (DIR-3 KYC)	Annual KYC of Designated Partners	30 September (every year)	₹5,000 to reactivate

Event-Based LLP Filings

Event	Form	Deadline
Partner appointment / cessation	Form 4	Within 30 days
LLP Agreement amendment	Form 3	Within 30 days
Change of registered office	Form 15	Within 30 days
LLP name change	Form 5	Within 30 days of approval
Change in contribution / profit sharing	Form 3	Within 30 days
Winding up / striking off	Form 24	Per LLPR 2009 Rules

⚠️ Late filing fees for LLP forms are ₹100 per day per form — with no upper cap. A Form 11 filed even 180 days late costs ₹18,000 in additional fees alone. Many LLPs unknowingly accumulate ₹1–5 lakh in late fees before they realise a filing was missed.

Frequently Asked Questions

Does a dormant LLP with no transactions still need to file Form 11 and Form 8?

Yes. Filing Form 11 (Annual Return) and Form 8 (Statement of Account & Solvency) is mandatory for every LLP registered under the LLP Act 2008, irrespective of whether the LLP has carried out any business operations or transactions during the financial year. Even a newly incorporated LLP or one that has been dormant since registration must file both forms annually. Failure to file results in late fees of ₹100 per day per form with no cap.

Is a tax audit mandatory for all LLPs?

No. Tax audit under Section 44AB of the Income Tax Act is mandatory for LLPs whose turnover exceeds ₹1 crore (₹10 crore if 95% of transactions are digital). For MCA purposes, audit of accounts is required for LLPs whose turnover exceeds ₹40 lakh or capital contribution exceeds ₹25 lakh — in which case Form 8 must be certified by a practising Chartered Accountant. LLPs below these thresholds can file Form 8 without CA certification.

Can an LLP be struck off if it has pending annual filings?

Yes, but with conditions. To voluntarily apply for striking off under the LLP (Amendment) Act 2021 via Form 24, all pending annual returns (Form 11) and financial statements (Form 8) for up to the year of closure must be filed first — along with a declaration that the LLP has not carried on business since a specified date. The MCA will not process a striking off application with outstanding compliance defaults. All late fees must also be paid before the application is accepted.

Keep Your LLP Fully Compliant — Every Year, Every Filing.

Our LLP compliance specialists manage your complete annual filing calendar and all event-based filings — Form 11, Form 8, partner changes, agreement amendments, and more — so you never miss a deadline.

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