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Section 13 of the Limited Liability Partnership Act, 2008: Registered Office and Change of Office

Every LLP must have a registered office to which all communications and notices may be addressed and where they shall be received (13(1)). A document may be served on the LLP, a...

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LLP & Partnership
Published
October 1, 2026
Last updated
Oct 1, 2026
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Last updated: October 2026Verified against: Government sources

Section 13 says every LLP must have a registered office where communications and notices are received, how documents may be served on the LLP, its partners and designated partners, and how the office can be moved. A change takes effect only when the notice is filed. Since the 2021 Act, default attracts a penalty of Rs 500 for each day. For a new LLP, our LLP registration service fixes the registered office in the incorporation document.

Section 13 at a glance

Sub-sectionWhat it provides
13(1)Registered office to receive all communications and notices
13(2)Service of documents: post under certificate of posting, registered post or other prescribed manner, at the registered office and any other address specifically declared
13(3)Change of place: notice filed with the Registrar in the prescribed form, manner and conditions; effective only upon filing
13(4)Penalty for default: Rs 500 a day, maximum Rs 50,000

Section 13(1): there must be a registered office

"Every limited liability partnership shall have a registered office to which all communications and notices may be addressed and where they shall be received." Two functions in one sentence: the registered office is the address for sending communications, and the place where they are to be received. The address is stated in the incorporation document under section 11(2)(d), and the Registrar of the State of the registered office receives the filing (section 11(1)(b)).

Section 13(2): serving documents

A document may be served on the LLP, a partner or a designated partner by sending it:

  • by post under a certificate of posting; or
  • by registered post; or
  • by any other manner as may be prescribed,

at the registered office and any other address specifically declared by the LLP for the purpose, in such form and manner as may be prescribed.

The practical meaning: a document sent to the registered office reaches each of the LLP, its partners and designated partners in the eyes of the Act. If the LLP wants documents to go to another address, it must specifically declare that address in the prescribed form and manner. Our post on Form 12 under the LLP Rules covers that declaration. The text of section 13(2) does not say when service is complete or deemed; do not read in a deeming rule.

Section 13(3): changing the registered office

"A limited liability partnership may change the place of its registered office and file the notice of such change with the Registrar in such form and manner and subject to such conditions as may be prescribed and any such change shall take effect only upon such filing."

Three consequences:

  1. Filing is what makes it effective. Until the notice is filed, the old address remains the registered office, whatever the LLP's own papers may say.
  2. The form, manner and conditions are prescribed. The section itself imposes no condition, such as approval or a time limit; the rules do. Our guide on Form 15 under section 13(3) covers the filing in practice.
  3. No time limit appears in the section. The text does not give a number of days within which the notice must be filed after a move. It simply ties effect to filing.

Example. Gaurav & Nair LLP moves from its Delhi office to a new address on 1 April, but files the notice with the Registrar on 20 April. Under 13(3) the change takes effect only on 20 April. A document sent by registered post to the old address on 10 April still goes to the registered office as the Act then recognises it.

A move to another State touches section 11(1)(b), where the incorporation document goes to the Registrar of the State of the registered office. The text of section 13 does not deal with that case, so check the Rules for any further steps.

Section 13(4): the penalty

As substituted by the 2021 Act (clause 6): "If any default is made in complying with the requirements of this section, the limited liability partnership and its every partner shall be liable to a penalty of five hundred rupees for each day during which the default continues, subject to a maximum of fifty thousand rupees for the limited liability partnership and its every partner."

PointDetail
WhoThe LLP and its every partner
AmountRs 500 for each day the default continues
CapRs 50,000 for the LLP and its every partner
Before 2021"Punishable with fine which shall not be less than two thousand rupees but which may extend to twenty-five thousand rupees" (footnote 23)

The cap works out to a hundred days of default at Rs 500 a day. As printed, the cap of Rs 50,000 applies "for the limited liability partnership and its every partner", which reads as a cap for each of them; check the official text if the point matters.

Note that "the requirements of this section" are wide: no registered office, no valid service arrangement, and changing the office without proper filing are all within "default".

Practical points

  • Keep the registered office address current on the Registrar's record.
  • Do not treat a move as complete until the notice is filed.
  • Declare any separate address for service in the prescribed manner.
  • Keep proof of posting for notices sent.

Need help with a registered office?

Choosing an address that can receive notices reliably, and filing a change at the right time, protects the LLP from missed documents and daily penalties. Our LLP registration team can help set up the registered office and our experts can guide you on a move.

Key takeaways

  • Every LLP must have a registered office that receives communications and notices (13(1)).
  • Documents may be served by post under a certificate of posting, registered post or a prescribed manner (13(2)).
  • A change of registered office takes effect only upon filing the notice (13(3)).
  • Default attracts Rs 500 a day, up to Rs 50,000 (13(4)).
  • Before 2021 the same default was a fine of Rs 2,000 to Rs 25,000.

Read next

Disclaimer: Based on the Limited Liability Partnership Act, 2008 as amended by the Limited Liability Partnership (Amendment) Act, 2021, as consulted on 1 October 2026. Forms, fees and procedure are set by the LLP Rules, 2009 as amended from time to time. This article is general information, not legal advice; check the official text before acting.

Quick recapKey facts & short answers

Key Facts About Section 13

  • 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.

Must an LLP have a registered office?

Yes. Section 13(1) requires one, where all communications and notices are received.

How can documents be served on an LLP?

By post under a certificate of posting, by registered post or in another prescribed manner, at the registered office and any other address the LLP has specifically declared (13(2)).

Section 13: 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.

People also ask

Questions, answered

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

Yes. Section 13(1) requires one, where all communications and notices are received.

By post under a certificate of posting, by registered post or in another prescribed manner, at the registered office and any other address the LLP has specifically declared (13(2)).

Only upon filing the notice with the Registrar (13(3)).

Not in section 13. The form, manner and conditions are prescribed by the rules.

Rs 500 for each day the default continues, subject to a maximum of Rs 50,000 (13(4)).

A fine of not less than Rs 2,000 and up to Rs 25,000 (footnote 23 to the clean text).