MCA
Quick answer: Amend the LLP Agreement via Form 3 filing on MCA — change profit sharing, capital, partner rights or business activity.
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Audience
expert reviews the amendment with partners and drafts the revised LLP Agreement clauses.
Partner resolution is passed approving the amendment and authorising Form 3 filing.
PAN, Aadhaar and photograph of all existing and newly admitted partners are collected.
Form 3 is filed on the MCA21 portal with DSC of the designated partner and MCA fee.
ROC verifies the amendment details and Form 3 filing against the LLP master data.
MCA issues Form 3 acknowledgment and updated LLP Agreement is on record with ROC.
Why file this
8 documents needed for change llp agreement.
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Why file change llp agreement with FinTax24 instead of doing it yourself.
| Aspect | DIY / Portal | Local Tax Consultant | FinTax24 |
|---|---|---|---|
| Filing time | 7–14 days (typical) | Varies by availability and workload | 10-15 business days |
| Expert review | None | Depends on the consultant | Expert verified on every filing |
| Document check | You self-verify; rejected on portal | Manual review may vary | Pre-verified by our team before submission |
| Support | Email / chatbot | Appointment-based or office hours | WhatsApp + phone, Mon–Sat 10 AM–7 PM IST |
| Pricing | Government fees only | Consultant fee + government fees | Transparent: From ₹3,999 + govt fees |
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Form 3 is used to file any amendment to the LLP Agreement on the MCA21 portal under section 23(2) of the LLP Act, 2008. Form 4 is used to intimate changes in designated partners or partner details. Form 8 and Form 11 are filed annually for accounts and annual return.
Yes. Amendments to the LLP Agreement require the consent of all partners or a resolution as per the existing LLP Agreement terms. Form 3 filing is done within 30 days of the amendment with payment of MCA fee and DSC of the designated partner.
Penalty under section 30(5) of the LLP Act, 2008 for non-filing of Form 3 ranges from ₹5,000 to ₹25,000 for the LLP and every designated partner who is in default. Continued default attracts further fine of ₹100 per day under the Schedule to the LLP Act.
Any change in profit sharing ratio, capital contribution, admission of new partner, retirement or expulsion of existing partner, change in business activity, change in rights of partners, or change in the LLP Agreement clauses requires Form 3 filing with MCA.
Form 3 is processed by MCA within 10-15 working days of submission on the MCA21 portal. The acknowledgment is downloadable from the portal and serves as proof of the amendment. Stamping of the amended LLP Agreement may be required in some states.
Stamp duty on the amended LLP Agreement is governed by the Indian Stamp Act and the state schedule of the state where the LLP is registered. Most states require nominal stamp duty on the amended agreement. Maharashtra, Karnataka and Gujarat have specific stamp duty rates for LLP agreements.
No. Form 3 requires the consent of all partners or as per the resolution mechanism in the existing LLP Agreement. If any partner does not consent, the amendment is not legally enforceable and Form 3 cannot be filed with MCA.
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Sources & authority: For regulations on change llp agreement, refer to FinTax24 Compliance Desk.
Last reviewed by: FinTax24 Compliance Desk · Reviewed on:
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