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Choosing a structure

Partnership vs LLP vs Private Limited: which should you choose?

A side-by-side look at liability, compliance, funding and cost, so you can pick the right structure before you register.

Liability

  • Partnership: partners are personally liable without limit
  • LLP: liability limited to agreed contribution
  • Private Limited: liability limited to unpaid share capital

Compliance effort

  • Partnership: lowest; registration with the state registrar is optional but advisable
  • LLP: two MCA forms a year, audit only above set limits
  • Private Limited: audit every year, AGM, board meetings and several MCA forms

Funding and ownership

  • Partnership: hard to bring in investors or transfer ownership
  • LLP: possible, but most investors avoid it
  • Private Limited: the standard choice for equity funding and ESOPs

Rule of thumb

Family or small local trade: partnership or proprietorship. Professional practice or services with a few partners: LLP. Raising money or scaling nationally: Private Limited.

Common questions

Want our team to handle it?

Fixed professional fees, a CA reviews every file, and you can track progress online.

General information only, based on the law as we understand it. Rules and limits change; we confirm the position for your case before filing.

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Prakash Nagaraju, Chartered Accountant

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