Indian LLP with Foreign Direct Investment
Incorporate an Indian LLP with foreign designated partners — permitted in sectors where 100 % FDI is allowed on the automatic route.
Fee
$1,200
Turnaround
15–20 working days
A lighter-compliance route into India
An Indian Limited Liability Partnership can take foreign investment, and for the right business it is a leaner alternative to a private limited company. Foreign investment of up to 100% is permitted in an LLP through the automatic route — without prior approval — in sectors that allow 100% foreign investment and carry no investment-linked performance conditions. That covers a wide range of service businesses, professional practices and asset-light ventures.
Adv. Bhawna Yadav and her team set up your FDI-LLP end to end at a flat USD 1,200, and act as your single point of contact in India.
When an LLP beats a subsidiary for a foreign investor
The LLP wins on running cost and simplicity. It has materially lighter ongoing compliance than a company — no board meetings, fewer filings — and its profits are taxed once at the LLP level, with partners not taxed again on their share. For a foreign investor who wants an operating presence in India without the overhead of a full company, and who is not planning to raise venture equity or issue ESOPs, the LLP is often the smarter structure. Where you do intend to raise institutional capital later, a private limited subsidiary is the cleaner vehicle, and we will tell you honestly which fits your plans.
The sector test that decides eligibility
The one thing to confirm before going down the LLP route is your sector. Foreign investment in an LLP is only allowed where the sector permits 100% foreign investment on the automatic route with no performance conditions attached. Some sectors — agriculture, print media, real estate trading among them — are off-limits to FDI in an LLP. We run this sector check at the very start, so you are not part-way into an incorporation before discovering the structure does not fit. If your sector fails the test, we recommend a private limited subsidiary instead.
The resident-partner requirement
Like a company, an LLP must have at least one designated partner who is an Indian resident. This does not affect your ownership stake — a foreign partner or NRI can hold the economic interest — it simply fills a required role. Where you do not have a resident candidate, a nominee designated partner can be arranged, with the terms made clear upfront.
What setting up involves
We confirm your sector eligibility, obtain digital signatures and partner identification for the partners, secure the LLP name, complete the incorporation, and draft the LLP agreement with foreign-investment-compliant capital-contribution language. After your investment comes in, we complete the FEMA reporting to the Reserve Bank of India. From your side, the main task is getting your documents apostilled in your home country against our checklist.
Common scenarios
We frequently set up FDI-LLPs for NRIs returning capital to India, for small foreign professional firms establishing an Indian arm, and for foreign founders testing the Indian market with a lean structure before scaling. Opening an Indian LLP as an NRI from the USA or Canada, or as a foreign partner from the UK or UAE, is a well-trodden path — and one we handle at a flat fee, with no upselling, dealing with you directly throughout.
Timeline and what to expect
An FDI-LLP typically takes around two to three weeks to incorporate once documents are ready. As with a subsidiary, the critical path is the apostille of your home-country documents, so we send the checklist immediately and complete the India-side work in parallel. The LLP agreement is drafted while the incorporation is in progress, and the foreign-investment reporting to the Reserve Bank follows once your contribution comes in. We set out the full sequence and timeline upfront so there are no surprises.
The LLP agreement carries the weight
For an LLP, the agreement is the document that matters most. It governs each partner's contribution and profit share, the management and decision rights, how new partners are admitted and how partners exit, and — importantly for a foreign-invested LLP — how the capital contribution and any repatriation are structured in a FEMA-compliant way. A generic agreement is where foreign-partner LLPs run into trouble later; we draft yours specifically for the foreign-investment context, so it holds up both commercially and with the regulator.
Tax and repatriation
An LLP's profits are taxed at the LLP level, and partners are not taxed again on their share — which is part of the appeal for a foreign investor who wants to avoid the dividend-withholding layer a company carries. How profit is shared and repatriated to a foreign partner needs to be structured correctly under FEMA, and the precise tax treatment can depend on the treaty between India and your home country. We advise on the legal structure and coordinate with your tax advisor so the LLP works for you on both fronts.
LLP versus subsidiary — the foreign investor's view
It is worth weighing the two against each other directly. An LLP wins on running cost, simplicity and single-layer taxation, and suits a service business or a small foreign partnership that wants a lean Indian presence. A private limited subsidiary wins where you intend to raise institutional equity, issue ESOPs, or build towards a sale — because investors expect shares, a cap table and a board, which only the company form provides. There is also the sector point: FDI in an LLP is confined to sectors allowing 100% foreign investment with no performance conditions, whereas a subsidiary has broader latitude. We make this comparison explicitly with you, against your real plans, before any filing — so you choose the vehicle you will still be glad of in three years, not just the cheapest one today.
Ongoing compliance
An LLP's compliance is lighter than a company's, but it is not nil — there are annual filings to make, and the foreign investment carries its own reporting to the Reserve Bank, including the annual return. We can carry this for you on an ongoing basis so your FDI-LLP simply stays compliant while you run the business, with a named advocate and her team handling the calendar at a flat fee and no upselling.
What this fee covers
One flat, all-inclusive fee for the work below. You receive a written engagement letter with the scope and timeline before anything begins.
- Sector check (LLPs cannot receive FDI in sectors with caps)
- Two DSCs and two DPINs (with apostilled passports for foreign partners)
- RUN-LLP name reservation
- FiLLiP incorporation filing
- LLP agreement drafting with FDI-compliant capital contribution language
- FC-GPR (LLP) filing on the RBI FIRMS portal
Documents required
All foreign-issued documents must be apostilled (Hague Convention countries) or notarised + consularised + MEA-attested (non-Hague countries). Non-English documents need a certified English translation.
- Apostilled Certificate of Incorporation of the parent entity
- Apostilled Charter / MoA / AoA / Bylaws of the parent entity
- Apostilled board resolution authorising the India entity and naming the Authorised Signatory
- Apostilled passport copies of every foreign director / designated partner / authorised representative
- Apostilled foreign-address proof of every foreign director (utility bill / bank statement ≤ 2 months old)
- Indian registered-office address proof
- Identification of the Indian-resident designated partner
Statutory anchors
The statutes, RBI notifications and MCA forms this engagement operates under.
- Limited Liability Partnership Act 2008 — §7 (resident designated partner)
- LLP (Amendment) Rules 2018 (RUN-LLP, FiLLiP)
- FEMA Notification 20(R)/2017 — FDI in LLPs
What we cannot do — and how we work around it
Indian-resident director / designated partner required (Companies Act §149(3); LLP Act §7).
How we work around it: Nominee resident director arrangement via vetted CAs / CSs, or a client-nominated resident contact.
FEMA inward remittance must route through an AD-Category-I bank — we are not a bank.
How we work around it: We coordinate with SBI / ICICI / HDFC / Axis forex desks on FC-GPR documentation and timelines.
Sectoral FDI caps may restrict the chosen structure (defence, insurance, retail, telecom etc.).
How we work around it: Pre-engagement sector check; mandates exceeding sectoral cap are declined or rerouted to a permitted structure.
FDI in LLPs is restricted to sectors with 100 % FDI on the automatic route and no performance-linked conditions.
How we work around it: If your sector is conditional or capped, we recommend a Private Limited instead — see WOS setup.
FAQs
Why pick an LLP over a Pvt Ltd?
LLP has lower ongoing compliance, no dividend distribution tax and partners are taxed at slab rates on profit share. It works well for service businesses. If you plan to raise institutional equity later, Pvt Ltd is the cleaner vehicle.
Working with us from abroad
Setting up in a country you are not standing in is daunting, and the hardest part is rarely the law itself — it is not being able to see the process, judge the people, or know what is actually happening with your matter. Our whole approach is built to remove that distance. You deal with one named Indian advocate and her team, the same people from first enquiry to completion, who own your setup end to end and act as your single point of contact on the ground in India. You always know who is responsible, and you can reach them in English across any time zone.
Apostille and documents, by country
The one step that always sits with you is getting your home-country documents authenticated. For countries party to the Hague Convention — the USA, the UK, most of the EU, Singapore, Australia and many others — that means an apostille, obtained from the competent authority in your country. For non-Hague countries, it means notarisation followed by consular and ministry attestation. We send you a precise, country-specific checklist on day one, so you start that clock immediately and nothing is later rejected for a missing stamp. While your documents are being authenticated, we complete the India-side preparation in parallel, so the moment they arrive the matter moves quickly.
One flat fee, agreed in writing
Before anything begins, you receive a written engagement letter setting out the scope, the flat all-inclusive fee, the assumed timeline, and what is not included. The fee you agree is the fee you pay — there is no hourly billing, nothing added later, and no upselling. Adv. Bhawna Yadav is enrolled with the Bar Council of Madhya Pradesh, and Indian advocates may advise foreign clients on Indian law; for questions of your home-country law, we work alongside your local counsel and keep our scope to the Indian-law layer.