ICAI Firm Regn. No. 010699SMon–Sat, 9:00 AM – 7:00 PM
Company & LLP Law

LLP Partner & Agreement Changes

When partners join or leave an LLP, designated partners change, or the partners agree new contribution or profit-sharing terms, the LLP agreement is amended and the change is filed with the Registrar: Form 4 for partner changes and Form 3 for changes to the agreement, each within 30 days. RITS & Associates drafts the supplementary agreement and files both.

Updated September 2026ICAI FRN 010699S2-minute read

Common changes

  • Admission of a new partner or designated partner.
  • Retirement, resignation or death of a partner.
  • Change in capital contribution.
  • Change in profit-sharing ratio.
  • Change in business activities or other terms of the agreement.

Documents required

  • Existing LLP agreement and earlier amendments.
  • Supplementary agreement signed by all partners.
  • Consent of the incoming partner and DPIN/DIN for designated partners.
  • Resignation letter or death certificate, where applicable.

How we handle it

  1. Agree the terms

    What changes and from when.

  2. Draft the supplementary agreement

    Stamped and signed.

  3. File Form 4

    For partner changes, within 30 days.

  4. File Form 3

    For agreement changes, within 30 days.

  5. Update other records

    PAN, bank, GST as needed.

What a sound LLP agreement covers

  • Contribution of each partner, and how further contribution is made.
  • Profit-sharing ratio, and interest or remuneration to partners.
  • Rights and duties of partners and designated partners.
  • Admission, retirement, expulsion and death of partners.
  • How decisions are taken, and which need unanimous consent.
  • Dispute resolution and winding up.

Where an LLP agreement is silent, the default provisions in the First Schedule to the LLP Act apply — which rarely match what partners intended.

Designated partner changes

Every LLP needs at least two designated partners who are individuals, with at least one resident in India. A new designated partner needs a DIN (or applies for one), gives consent to act, and is notified to the ROC in Form 4 within 30 days.

Practical notes from our engagements

  • Form 3 forgotten after Form 4. A new partner usually changes contribution and profit share too — both forms are needed.
  • Only one designated partner left. An LLP needs at least two; replace a departing one promptly.

How we handle LLP changes

We draft the supplementary agreement, file Form 4 and Form 3 on time, and update the LLP's other registrations.

Frequently asked questions

How do I add a partner to an LLP?

By a supplementary agreement signed by all partners, then Form 4 within 30 days and Form 3 if the agreement changes.

What is Form 3?

The form for filing the LLP agreement and any changes to it, within 30 days.

What is Form 4?

The form for notifying appointment, cessation or change in partners and designated partners, within 30 days.

Is there a late fee?

Yes, ₹100 a day for each form.

How many designated partners must an LLP have?

At least two, with at least one resident in India.

What happens if the LLP agreement doesn't cover something?

The default provisions in the First Schedule to the LLP Act apply.

Can a company be a partner in an LLP?

Yes. A body corporate can be a partner, acting through a nominee. Designated partners must be individuals or nominees of body corporates.

Not sure which service fits?

Describe your situation in a sentence or two. A partner will tell you what it involves, what we'll need from you and the timeline — before any work begins.

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