# Add or Remove LLP Partner — Form 3 & Form 4

> Any admission, retirement or change in designation of an LLP partner is reported to the Registrar in Form 4 within 30 days, with the partner's consent. The supplementary LLP agreement recording the change — new profit ratio, contribution or rights — is filed in Form 3 within 30 days. An LLP must always have at least two designated partners, one of them resident in India. Late filing attracts an additional fee of ₹100 per day per form.

Practice: Conversions, Changes & Closure — https://www.industax.com/services/business-changes/

Partner changes go wrong most often in the paperwork that follows: the LLP agreement isn't amended, contribution changes aren't recorded, or an outgoing partner's dues aren't settled in writing. Each of these shows up later in disputes or in tax scrutiny of capital accounts.

We draft the supplementary agreement, file Forms 4 and 3, update the GST registration and bank mandates, and check the tax effect of payments to retiring partners — amounts above a partner's capital balance can be taxed in the LLP's hands under Section 45(4).

## Key facts

| Item | Detail |
| --- | --- |
| Partner change | Form 4 within 30 days |
| LLP agreement change | Form 3 within 30 days |
| Minimum | 2 designated partners, at least 1 resident in India |
| Late fee | ₹100 per day per form |
| Tax on payouts | Section 45(4) on amounts above capital balance |

## Who needs this

- LLPs admitting new partners
- Partners retiring or resigning
- LLPs changing profit-sharing or contribution

## What's included

- Supplementary LLP agreement
- Form 4 and Form 3 filing
- DIN/DPIN for new designated partners
- GST, bank and tax record updates

## Documents

- Existing LLP agreement
- Consent of incoming partner and KYC
- Resignation letter of outgoing partner
- Partners' resolution approving the change

## Process

1. **Agree** — Terms of admission or exit documented.
2. **File** — Form 4 and Form 3 filed within 30 days.
3. **Update** — GST, bank and accounts aligned.

## Also covers

- **Change in LLP agreement** — Form 3 for amended terms.
- **Change in designated partner** — Appointment or cessation.

## FAQs

### Can an LLP have only one partner after a partner leaves?

Not for long. If the number of partners falls below two and the LLP carries on business for more than six months with one partner, that partner becomes personally liable for the LLP's obligations incurred during that period. A new partner should be admitted promptly.

### Does a new designated partner need a DIN?

Yes. A designated partner needs a DIN (also called DPIN for LLPs). If they don't have one, it can be allotted through Form 4 or the incorporation form.

### Is stamp duty payable on a supplementary LLP agreement?

Yes. The supplementary agreement must be stamped as per the stamp law of the state where the LLP's registered office is located.

## Official sources

- Ministry of Corporate Affairs — MCA21 portal: https://www.mca.gov.in/

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Canonical page: https://www.industax.com/services/business-changes/llp-partner-change-form-3-4
Publisher: Indus Tax — CA-led tax and compliance firm (https://www.industax.com). Contact: info@industax.com, 9059139258.
This is general information, not advice for your specific facts.