LLP Register explained: this guide covers what it means, who it applies to, the step-by-step process, documents required, fees, due dates and penalties in India — so you can stay compliant with confidence and avoid costly mistakes.
Every limited liability partnership must keep a register of its partners in Form 4A at its registered office. Rule 22A, inserted into the LLP Rules, 2009 by the LLP (Third Amendment) Rules, 2023 (G.S.R. 803(E), 27 October 2023), says what it contains and when entries are made, and rule 22B adds declarations of beneficial interest in contribution and a designated partner. This guide reads those rules as published in the Gazette, with the LLP Rules, 2009 as notified for context. Later amendments should be checked.
Rule 22A requires every LLP to maintain, from the date of its incorporation, a register of its partners in Form 4A at its registered office. An LLP existing on the date of commencement of the 2023 amendment had to maintain it in Form 4A within thirty days from that commencement. Entries are made within seven days of a change in contribution, in the partners' names and details in the LLP agreement, or on cessation. Rule 22B requires declarations of beneficial interest in contribution (Forms 4B and 4C) and a designated partner. The rule 22A text prints no inspection provision.
Rule 22A: the register
Rule 22A(1). Every LLP shall, from the date of its incorporation, maintain a register of its partners in Form 4A, kept at the registered office. The proviso: an LLP existing on the date of commencement of the Third Amendment Rules, 2023 shall maintain the register in Form 4A within thirty days from such commencement. The Rules came into force on the date of publication in the Official Gazette (rule 1(2) of the amending rules). The text says nothing more about the start date of an existing LLP's entries, so only the thirty-day period is stated here.
Rule 22A(2). The register contains, for each partner:
- name; address (registered office address if the partner is a body corporate); e-mail address; Permanent Account Number or Corporate Identification Number; Unique Identification Number, if any; father's, mother's or spouse's name; occupation; status; nationality; name and address of nominee;
- date of becoming partner;
- date of cessation;
- amount and nature of contribution, indicating tangible, intangible, movable, immovable or other benefit to the LLP, including money, promissory notes, other agreements to contribute cash or property, and contracts for services performed or to be performed, with monetary value; and
- any other interest, if any.
Rule 22A(3). Entries are made within seven days pursuant to any change made in the contribution amount, or in the name and details of the partners in the LLP agreement, or in cases of cessation of partnership interest.
Rule 22A(4). If any rectification is made in the register pursuant to an order passed by a competent authority under any law, the necessary reference to the order is indicated in the respective register, with reasons recorded in writing.
If you need the register prepared or brought up to date, see our LLP annual filing service.
Form 4A
The form is headed "Register of Partners" and cites section 23 of the LLP Act, 2008 and rule 22A. It has LLPIN, name and registered office address at the top and, for each partner, the personal details listed above (with items such as whether he is a citizen of India), the date of becoming partner, the SRN and date of the filing of e-form 3 intimating the partner's details, a breakdown of contribution (cash, bank, promissory notes, other benefits, tangible assets, immovable and movable property, intangible assets), total contribution, percentage share in total contribution and the percentage change by admission, or by retirement, expulsion or insolvency of a partner; the details of beneficial ownership (date of the rule 22B declaration, name and address of the beneficial partner and amount of contribution by the beneficial partner); the details of the nominee; and the details of cessation (date, reason, transferee), with authentication. A note to the form says that whenever there is a change in the agreement or beneficial interest it may be entered date-wise.
Section 23 of the LLP Act provides that the mutual rights and duties of the partners are governed by the LLP agreement, and that the agreement and any change in it are filed with the Registrar in the form, manner and with the fees prescribed. For the filing of the agreement, see our guide on rules 21 and 22 of the LLP Rules.
Rule 22B: beneficial interest in contribution
- Registered partner (22B(1)). A person whose name is in the register of partners but who does not hold any beneficial interest, fully or partly, in the contribution files a declaration in Form 4B within thirty days from the date his name is entered in the register, giving the name and other particulars of the person who actually holds the beneficial interest; a change is declared within thirty days. A registered partner whose beneficial interest is limited to the contribution against his own name and who holds none against another registered partner is not required to file the declaration (second proviso).
- Beneficial partner (22B(2)). A person who holds or acquires a beneficial interest in contribution but whose name is not in the register files a declaration in Form 4C within thirty days after acquiring it, specifying the nature of his interest and the particulars of the partner in whose name the contribution stands; a change is declared within thirty days.
- The LLP's record and return (22B(3)). The LLP records the declaration in the register and files a return in Form 4D to the Registrar within thirty days of receipt, with fees.
- Designated partner (22B(4)). Every LLP shall specify a designated partner responsible for furnishing, and extending cooperation in providing, information on beneficial interest in contribution to the Registrar or any officer authorised by the Central Government, and files the information of that designated partner with the Registrar in Form 4. Until one is specified, every designated partner is deemed responsible.
The rule 3 amendment substitutes Form 4, headed "Notice of appointment, cessation, change in name/address/designation of a designated partner or partner and consent to become a partner/designated partner/declaration of designated partner with respect to beneficial interest", pursuant to rules 8, 10(3), 22(2), 22(3) and 22B(4). Rule 22 of the LLP Rules, 2009 as notified (context only) requires a partner to intimate a change in name or address to the LLP in Form 6 and the LLP to file a notice in Form 4 where a person becomes or ceases to be a partner or a partner's name or address changes, with a certificate from a chartered accountant, cost accountant or company secretary in practice that the particulars were verified from the books. Rule 24 as notified requires the LLP to keep books of account sufficient to show and explain its transactions. The notified text predates the 2023 amendment; check later amendments.
Not the same as the SBO rules
Beneficial interest in contribution under rule 22B is a declaration to the LLP about who really holds a registered partner's contribution. The significant beneficial owner rules (individuals with indirect holdings of ten per cent and above) are a separate duty; see our article on significant beneficial owners in an LLP and the company SBO rules. Rule 7(2) of the LLP SBO Rules provides inspection of the SBO register for not less than two hours on every working day on a fee not exceeding fifty rupees; the text of rule 22A prints no comparable provision for the register of partners.
Worked example (invented names)
Quartz Advisory LLP has two partners. On 3 March, partner Ms Tara Shah's contribution rises from Rs 5,00,000 to Rs 8,00,000 under an amendment to the LLP agreement. The register entry is due within seven days of the change, by 10 March (3 + 7). The register shows her name, details, the date she became partner, the nature and monetary value of the new contribution and the dates of entries. Separately, Mr Raj Verma holds the beneficial interest in Rs 2,00,000 of the contribution registered in Ms Shah's name. Ms Shah files Form 4B and Mr Verma Form 4C within thirty days; the LLP records them and files Form 4D within thirty days of receipt.
Common mistakes
- Not making entries within seven days of a change.
- Recording the contribution without its nature and monetary value.
- Mixing up the rule 22B declaration with the SBO declaration.
- Not specifying a designated partner and filing Form 4.
- Keeping the register somewhere other than the registered office.
Need help with the LLP register?
We can prepare the register in Form 4A, collect the rule 22B declarations and file the returns. See our LLP annual filing service.
Key takeaways
- Rule 22A: register in Form 4A at the registered office, from incorporation.
- Entries within seven days of a change in contribution, partner details or cessation.
- Contribution is recorded with its nature and monetary value.
- Rule 22B: Forms 4B, 4C and 4D, and a designated partner in Form 4.
- Rule 22A prints no inspection provision.
Read next
- Significant Beneficial Owners in an LLP Under the LLP SBO Rules, 2023
- Significant Beneficial Owner Rules for Companies as Amended
- Rules 1 and 2 of the LLP Rules, 2009
- Rules 21 and 22: LLP Agreement Filing and Changes in Partners
Disclaimer: Based on the Companies Act, 2013 in the Ministry of Corporate Affairs consolidated text (last updated 29 July 2022), the Rules as consolidated in the Ministry's e-book and the other official texts named in this article, including the LLP Act, 2008 and the LLP Rules as published, as consulted on 3 October 2026. Later amendments, notifications, circulars, forms and fees should be checked. Formats are general drafts to be adapted to the company's articles and facts. This article is general information, not legal advice; check the official text before acting.