Incorporation Fees explained: this guide covers what it means, who it applies to, the step-by-step process, documents required, fees, due dates and penalties in India — so you can stay compliant with confidence and avoid costly mistakes.
Every LLP fee is a function of one number — the partners' total obligation of contribution.
Two scales
| Contribution | FiLLiP (incorporation) | Most other forms |
|---|---|---|
| Up to Rs. 1 lakh | Rs. 500 | Rs. 50 |
| Above Rs. 1 lakh, up to Rs. 5 lakh | Rs. 2,000 | Rs. 100 |
| Above Rs. 5 lakh, up to Rs. 10 lakh | Rs. 4,000 | Rs. 150 |
| Above Rs. 10 lakh | Rs. 5,000 | Rs. 200 |
Fixed fees sit outside both scales: Rs. 200 for name reservation through RUN-LLP, and Rs. 1,000 for a foreign LLP filing Form 8.
The LLP fee structure uses a single variable throughout: the partners' obligation of contribution. It is a proxy for the size of the entity, and using one variable keeps the schedule simple.
Note how much steeper the incorporation scale is. The gap between the smallest and largest incorporation fee is tenfold — Rs. 500 to Rs. 5,000 — while the ordinary filing scale moves only fourfold, Rs. 50 to Rs. 200. Incorporation is charged as a one-off proportionate to size; routine filings are charged as near-nominal administration.
The mechanism that connects the two scales is the slab differential: the difference between the fees payable on the increased slot of contribution and the fees paid on the preceding slab of contribution shall be paid through Form-3.
So an LLP incorporated with Rs. 80,000 of contribution paid Rs. 500. If the partners later increase contribution to Rs. 6 lakh, the applicable incorporation fee would have been Rs. 4,000, and the differential of Rs. 3,500 becomes payable with the Form 3 recording the change. The state collects the incorporation fee appropriate to the entity's eventual size, in instalments as it grows.
That has a practical consequence worth planning for: a large increase in contribution carries a fee cost beyond the Form 3 filing fee itself, and it should be budgeted when the increase is agreed rather than discovered at filing.
The delay charge is the item most in need of checking. This January 2021 publication states Rs. 100 for every day of such delay across the forms; the additional fee framework for LLP filings has since been revised, with different treatment for small LLPs. Confirm the current position before computing a liability on an old filing.
Where each fee applies
- FiLLiP — the incorporation scale, Rs. 500 to Rs. 5,000.
- Form 3, Form 4, Form 5, Form 8, Form 11 — the ordinary scale, Rs. 50 to Rs. 200.
- RUN-LLP — Rs. 200 flat.
- Form 8 by a foreign LLP — Rs. 1,000.
- Slab differential on increased contribution — paid through Form 3.
Why the daily charge matters more than the fee
The filing fees themselves are small. The delay charge is not, because it is for every day and, on the formulation used here, uncapped.
A Form 11 filed a year late attracts a fee of Rs. 100 or Rs. 200 and a delay charge running into tens of thousands. For a dormant LLP with two unfiled years, the accumulated charge can exceed the cost of striking the entity off — which is why unfiled LLPs so often end at Form 24.
Common mistakes
- Budgeting a contribution increase without the incorporation fees differential.
- Computing fees from paid-up capital rather than obligation of contribution.
- Applying the ordinary scale to a FiLLiP filing.
- Relying on the 2021 additional-fee figures without checking the current rules.