LLP Form No. 28: Complete Guide to Reporting Alterations or Closure by a Foreign LLP
LLP Form No. 28 is the web form through which a Foreign Limited Liability Partnership (Foreign LLP) registered in India files alterations to its particulars, or reports closure of its place of business in India, in accordance with Rule 34(11) read with Annexure A of the LLP Rules, 2009.
A Foreign LLP must, within the stipulated timeline, file its alterations with the Registrar in Form 28, along with the prescribed fee.
Who Should File LLP Form No. 28 / When is it Filed
Every Foreign LLP registered in India experiencing any of the following must file LLP Form No. 28: alteration in the incorporation document or other instrument of the LLP; alteration in the registered or principal office in the country of incorporation; alteration in particulars of partners/designated partners of the LLP incorporated outside India; alteration in the certificate of incorporation or registration of the LLP incorporated outside India; alteration in particulars of an authorised person; alteration in the address of the principal place of business in India; or closure of the place of business in India.
Important Checkpoints Before Filing
- Applicant must be registered as a Business User on the MCA portal before filing
- The Foreign LLP must be registered with MCA and hold a valid, approved FLLPIN
- The DSC attached must be registered on the MCA portal against the DPIN/PAN provided, and must be valid, non-expired, and non-revoked
- The signing authority must hold an approved DPIN or valid PAN, as applicable
- For modification to particulars of a person already authorised to accept service, DPIN cannot be entered; for modification to particulars of a person holding a DPIN, eForm DIR-6 must be filed separately on the MCA21 portal
- On resubmission, the application remains available in the application history, and T+30 days (T being the date marked ‘Resubmission Required’) must not have elapsed
- A single form may be filed for multiple types of alteration, but additional fee continues to be calculated per the logic applicable to each purpose selected
Step-by-Step Filing Process
- Access the MCA portal and login with valid credentials
- Access LLP Form No. 28
- Select the applicable type(s) of alteration or closure
- Fill up the application
- Submit the webform and note the SRN
- Affix the DSC
- Upload the DSC-affixed PDF on MCA portal
- Pay Fees
Signing Requirements
- Digitally signed by an authorised representative, using a valid, non-expired, non-revoked DSC, or valid DPIN/PAN
Fee Structure
| Type of Alteration | Fee (INR) |
|---|---|
| A. Alteration in incorporation document or other instrument of the LLP | 1,000 |
| B. Alteration in registered or principal office in the country of incorporation | 1,000 |
| C. Alteration in particulars of partners/designated partners (LLP incorporated outside India) | 1,000 |
| D. Alteration in certificate of incorporation/registration (LLP incorporated outside India) | 1,000 |
| E. Alteration in particulars of authorised person | 1,000 |
| F. Alteration in address of principal place of business in India | 1,000 |
| G. Closure of place of business in India | 1,000 |
A single form may cover multiple purposes; fee is calculated per the applicable purpose(s) selected.
Processing Mode
LLP Form No. 28 is processed in Non-STP mode.
Useful Links
Frequently Asked Questions (FAQs)
Q1. What events does LLP Form No. 28 cover? Various alterations to a Foreign LLP’s particulars, and closure of its place of business in India.
Q2. What is the fee? A flat ₹1,000 per type of alteration; a single form may combine multiple purposes with fee calculated accordingly.
Q3. Can this form modify a DPIN holder’s details? No — modifications to the particulars of a person holding a DPIN must be filed via eForm DIR-6, not Form 28.
Q4. Can multiple alterations be filed together? Yes — a single Form 28 filing can cover multiple types of alteration.
Q5. Is LLP Form No. 28 processed automatically? No — it is processed in Non-STP mode.
Disclaimer
This article is based on the official Instruction Kit published by the Ministry of Corporate Affairs (MCA), Government of India. While every effort has been made to ensure accuracy, the content is intended for general guidance purposes only. MCA forms, rules, and fee structures are subject to change through amendments to the LLP Act, 2008 or notifications issued thereunder.
In case of any inconsistency or doubt, readers are advised to refer to the official MCA helpkit and resources available on MCA website.