(1) Every limited liability partnership shall have at least two designated partners who are individuals and at least one of them shall be a resident in India:
Provided that in case of a limited liability partnership in which all the partners are bodies corporate or in which one or more partners are individuals and bodies corporate, at least two individuals who are partners of such limited liability partnership or nominees of such bodies corporate shall act as designated partners.
Explanation.--For the purposes of this section, the term resident in India means a person who has stayed in India for a period of not less than one hundred and 1[twenty days during the financial year].
(2) Subject to the provisions of sub-section (1),--
(i) if the incorporation document--
(a) specifies who are to be designated partners, such persons shall be designated partners on incorporation; or
(b) states that each of the partners from time to time of limited liability partnership is to be designated partner, every such partner shall be a designated partner;
(ii) any partner may become a designated partner by and in accordance with the limited liability partnership agreement and a partner may cease to be a designated partner in accordance with limited liability partnership agreement.
(3) An individual shall not become a designated partner in any limited liability partnership unless he has given his prior consent to act as such to the limited liability partnership in such form and manner as may be prescribed.
(4) Every limited liability partnership shall file with the registrar the particulars of every individual who has given his consent to act as designated partner in such form and manner as may be prescribed within thirty days of his appointment.
(5) An individual eligible to be a designated partner shall satisfy such conditions and requirements as may be prescribed.
(6) Every designated partner of a limited liability partnership shall obtain a Designated Partner Identification Number (DPIN) from the Central Government and the provisions of 2[sections 153 to 159] (both inclusive) of 3[the Companies Act, 2013 (18 of 2013)] shall apply mutatis mutandis for the said purpose.
Provided that in case of a limited liability partnership in which all the partners are bodies corporate or in which one or more partners are individuals and bodies corporate, at least two individuals who are partners of such limited liability partnership or nominees of such bodies corporate shall act as designated partners.
Explanation.--For the purposes of this section, the term resident in India means a person who has stayed in India for a period of not less than one hundred and 1[twenty days during the financial year].
(2) Subject to the provisions of sub-section (1),--
(i) if the incorporation document--
(a) specifies who are to be designated partners, such persons shall be designated partners on incorporation; or
(b) states that each of the partners from time to time of limited liability partnership is to be designated partner, every such partner shall be a designated partner;
(ii) any partner may become a designated partner by and in accordance with the limited liability partnership agreement and a partner may cease to be a designated partner in accordance with limited liability partnership agreement.
(3) An individual shall not become a designated partner in any limited liability partnership unless he has given his prior consent to act as such to the limited liability partnership in such form and manner as may be prescribed.
(4) Every limited liability partnership shall file with the registrar the particulars of every individual who has given his consent to act as designated partner in such form and manner as may be prescribed within thirty days of his appointment.
(5) An individual eligible to be a designated partner shall satisfy such conditions and requirements as may be prescribed.
(6) Every designated partner of a limited liability partnership shall obtain a Designated Partner Identification Number (DPIN) from the Central Government and the provisions of 2[sections 153 to 159] (both inclusive) of 3[the Companies Act, 2013 (18 of 2013)] shall apply mutatis mutandis for the said purpose.
Source footnotes
1. Subs. by Act 31 of 2021, s. 4, for “eighty-two days during the immediately preceding one year” (w.e.f. 1-4-2022).2. Subs. by s. 4, ibid., for “sections 266A to 266G” (w.e.f. 1-4-2022).
3. Subs. by s. 2, ibid., for “the Companies Act, 1956 (1 of 1956)” (w.e.f. 1-4-2022).
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More sections of this act
Section 1 · Short title, extent and commencement.Section 2 · Definitions.Section 3 · Limited liability partnership to be body corporate.Section 4 · Non-applicability of the Indian Partnership Act, 1932.Section 5 · Partners.Section 6 · Minimum number of partners.Section 8 · Liabilities of designated partners.Section 9 · Changes in designated partners.India Code, Government of India. Text fetched 25 Oct 2026. Source metadata reports last modification: 2019-12-02. Check the linked official text and subsequent notifications when applying a provision.