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Audit Requirements Under the LLP Rules: Forty Lakh and Twenty-Five Lakh

Two thresholds, either of which brings an LLP into statutory audit — and they are the same two that decide who certifies the Statement of Account and Solvency.

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LLP & Partnership
Published
September 7, 2026
Last updated
Oct 2, 2026
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5 min
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Last updated: October 2026Verified against: Government sources

The two thresholds in the LLP audit requirements

The LLP framework sets its audit requirement by reference to two figures — turnover of Rs. 40 lakh and partners' obligation of contribution of Rs. 25 lakh. An LLP that remains below both is outside the statutory audit requirement; crossing either brings it in.

The same two figures decide who certifies the annual Statement of Account and Solvency: in case total turnover of the LLP / FLLP exceeds Rs. 40 lakhs or partner's obligation of contribution exceeds Rs. 25 lakhs then certification by auditor of the LLP / FLLP shall be required. Otherwise the form is certified by Designated Partner in case of LLP and shall be additionally certified by a practicing professional i.e. Chartered Accountant / Company Secretary / Cost Accountant.

Why the LLP audit requirements use two different measures

Most exemption thresholds in Indian company law use a single measure — turnover, or capital, or net profit. The LLP audit test uses two, and they capture different things.

Turnover measures activity. An LLP transacting above Rs. 40 lakh a year has enough volume that its accounts affect suppliers, customers and the revenue authorities, whatever its capital base.

Obligation of contribution measures what the partners have committed. An LLP with Rs. 25 lakh of committed contribution has capital at stake that creditors may look to, even if it has yet to trade meaningfully.

Because the two are alternatives, each catches a case the other misses. A professional services LLP with high fees and almost no capital is caught by turnover. A property-holding LLP with substantial contribution and negligible revenue is caught by contribution.

Note what follows for the annual filing. Where an audit is required, the auditor is already engaged and certifies Form 8. Where it is not, the LLP needs two certifications instead — a designated partner and, additionally, a practising professional. The exemption removes the audit; it does not remove professional involvement.

These thresholds and the audit rule have been the subject of amendment since this January 2021 publication, and the LLP framework now also distinguishes small LLPs for certain purposes. Confirm the current rule text and limits before advising on any specific LLP.

Where the thresholds appear

PurposeThresholdConsequence of crossing
Statutory auditTurnover Rs. 40 lakh or contribution Rs. 25 lakhAccounts must be audited
Form 8 certificationThe same two figuresCertification by the auditor rather than by a designated partner plus a practising professional
Form 11 certificationContribution Rs. 50 lakh or turnover Rs. 5 croreCertification by a company secretary in whole-time practice

The Form 11 thresholds are substantially higher, so an LLP can require an audit and still certify its own annual return.

What the publication supplies

Two annexures accompany the calendar:

  • Annexure I — Draft Audit Report, a model report for an LLP audit.
  • Annexure II — Formats of Financial Statements for Limited Liability Partnerships as per Schedule III to the Companies Act 2013 and Limited Liability Partnership Act, 2008.

The second is the more significant. The LLP Act does not prescribe a statement format of its own, and drawing the financial statements on Schedule III gives an LLP the same presentation structure as a company — which is what lenders, investors and counterparties expect to read.

Where the audit requirements do not bite

An LLP below both thresholds may still have its accounts audited, and frequently should. Lenders ask for audited accounts before extending credit; incoming partners want them before contributing; and a conversion or sale process will require them.

The decision is also easier to take early than late. An LLP that has never been audited and then crosses a threshold presents its first auditor with unaudited comparatives.

Common mistakes

  • Testing only turnover and overlooking obligation of contribution.
  • Applying the Form 11 thresholds to the audit requirements.
  • Assuming an audit exemption also removes the need for professional certification of Form 8.
  • Relying on the 2021 thresholds without confirming the current rule.
Quick recapKey facts & short answers

Key Facts About Audit Requirements

  • Applies in: All states across India, under the relevant central law.
  • Mode: Mostly online via the official government portal.
  • Typical timeline: Ranges from a few days to a few weeks depending on the case.
  • Non-compliance: May attract penalties, interest or late fees.
  • Expert help: TaxClue completes the entire process end to end for you.

When must an LLP have its accounts audited?

The LLP Rules require the accounts of an LLP to be audited unless its turnover and its partners' obligation of contribution both remain below the prescribed limits — turnover of Rs. 40 lakh and contribution of Rs. 25 lakh. Verify the current rule text before relying on the thresholds.

How does this connect to Form 8?

Where total turnover of the LLP or foreign LLP exceeds Rs. 40 lakh or partners' obligation of contribution exceeds Rs. 25 lakh, certification of Form 8 by the auditor of the LLP is required. In cases other than that, the form is certified by a designated partner and additionally by a practising chartered accountant, company secretary or cost accountant.

Changes in partners or contribution are complete only when the filing is done.

— TaxClue LLP & Partnership Desk

Audit Requirements: a key compliance topic in Indian tax and corporate law that businesses and individuals must understand to remain compliant.

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Disclaimer: This article is for general informational purposes only and does not constitute professional tax, legal or financial advice. Laws, rates and due dates change and can vary by individual case — always verify with the relevant government source (e.g. mca.gov.in, incometax.gov.in) or consult a qualified professional before acting. TaxClue accepts no liability for decisions taken based on this content.

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Questions, answered

Short, direct answers to the 6 questions readers ask most on this topic.

The LLP Rules require the accounts of an LLP to be audited unless its turnover and its partners' obligation of contribution both remain below the prescribed limits — turnover of Rs. 40 lakh and contribution of Rs. 25 lakh. Verify the current rule text before relying on the thresholds.

Where total turnover of the LLP or foreign LLP exceeds Rs. 40 lakh or partners' obligation of contribution exceeds Rs. 25 lakh, certification of Form 8 by the auditor of the LLP is required. In cases other than that, the form is certified by a designated partner and additionally by a practising chartered accountant, company secretary or cost accountant.

Yes. The partners may choose to have the accounts audited even where the rules do not require it, and lenders and counterparties frequently ask for audited accounts regardless of the statutory position.

The Statement of Account and Solvency, prepared under section 34 and filed within thirty days from the end of six months of the financial year.

A draft audit report, and formats of financial statements for limited liability partnerships drawn on Schedule III to the Companies Act, 2013 read with the LLP Act, 2008.

Because they are alternatives — crossing either turnover or contribution brings the LLP within the requirement, so a small-revenue LLP with a large capital base is caught just as a high-turnover LLP with modest contribution is.