Section 14 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.
Section 14 lists what an LLP can do once it is registered: sue and be sued, acquire and dispose of property, have a common seal if it wants one, and do the other acts a body corporate may lawfully do. All of it is done "by its name". It gives practical content to the idea in section 3 that an LLP is a legal entity separate from its partners. For forming an LLP, our LLP registration service takes you through to the certificate.
On registration, an LLP is capable, by its name, of (a) suing and being sued, (b) acquiring, owning, holding, developing or disposing of property, movable or immovable, tangible or intangible, (c) having a common seal, if it decides to have one, and (d) doing and suffering such other acts and things as bodies corporate may lawfully do and suffer. The capacity begins on registration, and it is the LLP, not its partners, that holds these rights.
Section 14 at a glance
| Clause | Capacity |
|---|---|
| (a) | Suing and being sued |
| (b) | Acquiring, owning, holding and developing or disposing of property, movable or immovable, tangible or intangible |
| (c) | Having a common seal, if it decides to have one |
| (d) | Doing and suffering such other acts and things as bodies corporate may lawfully do and suffer |
"On registration" and "by its name"
Two phrases frame the section.
"On registration." The capacity begins when the LLP is registered. Section 12 provides for registration of the incorporation document and the certificate of incorporation, which is conclusive evidence of incorporation by the name specified (see section 12). Before registration, there is no LLP and so no capacity under this section.
"By its name." The LLP acts under the name on its certificate. Under section 15(1) that name must end with the words "limited liability partnership" or "LLP", and under section 21 invoices, official correspondence and publications must carry the name, registered office address and registration number, with a statement that it is registered with limited liability (covered in the articles on sections 15 and 21).
Clause (a): suing and being sued
The LLP can bring proceedings and can be proceeded against in its own name. The text of section 14 does not set out any procedure or any special court; it states the capacity. For a dispute with a customer, a supplier or a tenant, the LLP is the party on record, not the partners individually. Whether and when partners may be liable themselves is a separate question for the sections on liability (26 to 30) and is not addressed here.
Example. Prism Print LLP is owed Rs 4 lakh by a customer. Under 14(a), the LLP can sue in its own name. If a vendor claims money from the LLP, the claim is against the LLP.
Clause (b): property
The LLP can acquire, own, hold, develop or dispose of property, whether movable or immovable, tangible or intangible. Each part matters:
- Acquiring, owning, holding: the LLP, not a partner, is the owner of its property.
- Developing or disposing: it can build on, improve, sell or transfer it.
- Movable or immovable: machinery and stock as well as land and buildings.
- Tangible or intangible: physical assets and also assets with no physical form.
The text uses these words only; it does not give examples. Contributions by partners are covered in the later chapter on contributions (sections 32 and 33).
Clause (c): a common seal, if it decides
"Having a common seal, if it decides to have one." A seal is optional. The LLP may have one but need not. The text does not state any effect on the validity of documents of having or not having a seal, so do not assume one. Certificates issued by the Registrar are sealed by the Registrar (section 12(3)), which is different from the LLP's own seal.
Clause (d): other acts of a body corporate
"Doing and suffering such other acts and things as bodies corporate may lawfully do and suffer." This is the residual clause. The Act defines "body corporate" in section 2(1)(d) to include an LLP registered under the Act. So an LLP's capacity is not limited to clauses (a) to (c); it extends to what bodies corporate may lawfully do. The word "lawfully" carries a limit: if some other law bars bodies corporate from an act, this clause does not give the LLP a way around it. "And suffer" covers the things done to the LLP, such as being sued.
How section 14 fits with sections 3 and 4
| Section | Role |
|---|---|
| 3(1) | The LLP is a body corporate and a legal entity separate from its partners |
| 3(2) | Perpetual succession |
| 4 | The Indian Partnership Act, 1932 does not apply, save as otherwise provided |
| 14 | Lists what the separate entity can do from registration |
Read together: section 3 states what the LLP is, section 14 states what it can do (see sections 3 and 4). Our general guide on effect of registration of LLP: legal personality covers the same ground in plain terms.
Practical points
- Have contracts, bank documents and property deeds in the LLP's registered name.
- Do not sign business contracts in a partner's own name when the LLP is the intended party.
- A seal is optional; decide whether you want one and record it in your own records.
- For the liability of partners, read the chapter on extent and limitation of liability rather than relying on section 14.
Need help with setting up an LLP?
Registration gives the LLP its capacity, so a clean incorporation matters from the first day. Our LLP registration team handles the filing, and can advise on how your business should hold assets and contract in the LLP's name.
Key takeaways
- The capacities in section 14 begin on registration and are exercised by the LLP's name.
- An LLP can sue and be sued (14(a)).
- It can acquire, own, hold, develop or dispose of movable and immovable, tangible and intangible property (14(b)).
- A common seal is optional (14(c)).
- It may do what bodies corporate may lawfully do and suffer (14(d)).
Read next
- Section 12: incorporation by registration
- Section 13: registered office and change of office
- Effect of Registration of LLP: Legal Personality
- Nature of LLP: Body Corporate with Limited Liability
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.