What is a Limited Liability Partnership (LLP)?
A Limited Liability Partnership (LLP) is a popular choice for startups in Pakistan. It combines the easy setup of a partnership with limited liability protection, shielding partners' personal assets if the firm defaults. Partners' responsibilities are limited to their business contributions.
Features of an LLP
- Corporate Body – LLP is a separate legal entity
- Perpetual Succession – continues even if partners change
- Limited Liability – personal assets protected
- Minimal Requirements – fewer compliance burdens
- The LLP Agreement – governs internal relations
- Secure Online Registration – e-filing with SECP
- Easy Conversion – can convert to other business structures
- Profit-Sharing Business – flexible profit distribution
Benefits of LLP
- Limited liability protection for all partners
- Lower compliance costs than companies
- Flexibility in management structure
- Perpetual succession capability
- Easy business management
- Separate legal entity status
- Can own property in LLP name
- Easy conversion option available
How to Register an LLP in Pakistan
An LLP is a firm that is a separate legal entity from its partners and has perpetual succession. Two or more people can form an LLP for lawful profit-making business after registering with the Commission according to the Limited Liability Partnership Act, 2017, and Regulations, 2018.
Name Reservation
The first step in forming an LLP is to apply to the registrar using LLP-Form-I [Part-1] from the Companies Regulations for the reservation of name along with Name availability fee. Three names are proposed that meet the criteria in Section 6 of the Act and end with the acronym "LLP." The LLP name must not include words or combinations prohibited by Regulation 4.
If satisfied that the proposed name meets the criteria, the registrar may approve the name as per LLP-Form-I [Part II] for 30 days from the date of availability. The name's availability will be canceled if the applicant doesn't apply for LLP incorporation within the specified period.
LLP Incorporation
Within 30 days of receiving the name reservation, the applicant applies to the registrar using LLP-Form-III for incorporation of the Limited Liability Partnership, including a fee. Incorporation documents shall include:
- Copies of the National Identity Card (NIC) for partners and designated partners. If filing manually, a witness is required for the documents. For foreigners, a copy of the passport is needed.
- A notarized and witnessed copy of the LLP agreement, executed by the partners.
- Consent of designated partner (if any)
- For physical applications, include the original bank challan showing the payment as per the Fee Schedule
- Authority letter signed by all partners authorizing the person to file documents
- Copy of name availability letter
Get Certificate of Incorporation
Upon registering the incorporation documents, the registrar will issue a Certificate of Incorporation.
Start Your Business
After getting a Registration Certificate from SECP, an LLP can start its business operations. You will need to maintain proper books of accounts, file annual returns, and comply with other regulatory requirements.
