People choose an LLP because the compliance is lighter, then read "lighter" as "none". A Delhi LLP with no revenue skipped Form 11 and Form 8 for one financial year. The penalty runs at ₹100 a day, per form, and it has no upper limit — by the time the partners looked, two forgotten forms had grown into roughly ₹40,000 to ₹50,000, plus professional fees and an income tax notice.
Every LLP must file Form 11 by 30 May, Form 8 by 30 October and an ITR-5 each year, whether or not it traded, and the late fee of ₹100 per day per form never stops accruing.
The bottom line
The four dates: 30 May for Form 11, 30 October for Form 8, your ITR-5 date, and your DIR-3 KYC cycle.
When you need an audit: only if turnover exceeds ₹40 lakh or partner contribution exceeds ₹25 lakh. A separate tax audit applies above ₹1 crore of turnover.
What being dormant gets you: nothing. There is no inactivity holiday under the LLP Act, and no cap on the penalty for assuming there is.
What has to be filed
The statutory filings every LLP registered under the Limited Liability Partnership Act, 2008 must complete each financial year, regardless of turnover or activity. Two go to the Registrar of Companies through the MCA portal, and one goes to the Income Tax Department.
The duties come mainly from Sections 34 and 35 of the LLP Act, supported by the LLP Rules and the Income Tax Act, 1961. All ROC filings go through the MCA V3 portal, signed with a designated partner's DSC.
Form 11, the annual return
A summary of the LLP's partners, their contributions and any changes during the year. Due within 60 days of the close of the financial year, which for a 31 March year end means 30 May.
The useful detail: Form 11 does not require audited accounts. Nothing about it depends on the audit, so it can be filed in April and forgotten. Partners who wait for the accountant miss 30 May for no reason at all.
Form 8, the Statement of Account and Solvency
The LLP's balance sheet and profit and loss account, together with a solvency declaration signed by the designated partners. Due within 30 days from the end of six months of the financial year, so 30 October.
The solvency declaration is a personal statement by the designated partners that the LLP can pay its debts. It is not a formality to sign without reading.
The income tax return
ITR-5, due every year even on nil income. The deadline is 31 July where no audit applies and 31 October in audit cases. LLPs are taxed at a flat 30% plus surcharge and cess.
This is a separate obligation from the MCA filings. Filing Form 8 and Form 11 does nothing for your income tax position, and partners who think of "compliance" as one thing routinely discover this late.
DIR-3 KYC
Every designated partner holding a DPIN or DIN must keep their KYC current. It was historically annual, by 30 September. Under an MCA amendment effective 31 March 2026, compliant DIN holders generally file once every three years, though any change in personal details must be updated within 30 days. Check which cycle applies to you, since this changed recently.
A lapsed KYC deactivates the DPIN, and a deactivated DPIN blocks every other filing the LLP needs to make. It is a small form with a disproportionate blast radius.
How to file
- Close and reconcile the books for the financial year, ideally during April.
- File Form 11 straight away. It needs only partner data.
- Get the accounts audited, if either threshold is crossed.
- Log in to the MCA V3 portal, go to LLP Filing and select the form.
- Enter the LLPIN, which pre-fills the entity details.
- Complete the form, attach the documents and run the portal's pre-scrutiny check.
- Sign with the designated partner's DSC, with certification by a CA, CS or CMA where required.
- Pay the fee, submit, and download the SRN and acknowledgement as proof.
- File Form 8 by 30 October and the ITR-5 by its due date.
When an audit is required
A statutory audit by a chartered accountant is mandatory only if turnover exceeds ₹40 lakh or partner contribution exceeds ₹25 lakh. Below both, no audit is needed — but the books must still be maintained and Form 8 still filed on the same date.
Separately, a tax audit applies where turnover exceeds ₹1 crore, with a higher threshold when the transactions are overwhelmingly digital.
What an LLP escapes, and what it does not
The relief compared with a company is real. No AGM, no minimum number of board meetings, no ADT-1, no DPT-3, and no statutory audit below the thresholds.
What remains is not optional. Form 11, Form 8 and the ITR are due from a shell LLP with a single transaction and from one with none at all. Let non-compliance run and the Registrar can strike the LLP off the register, at which point it cannot contract, borrow or operate — which rather defeats the point of having formed one.
Common mistakes
- Reading "no business" as "no compliance". Dormant LLPs file everything.
- Filing one of the two forms and forgetting the other. Both are mandatory and each carries its own daily penalty.
- Waiting for audited accounts before filing Form 11, which does not need them, and missing 30 May for nothing.
- Ignoring DIR-3 KYC and finding the DPIN deactivated when a filing is urgent.
- Treating the income tax return as covered by the MCA filings. They are separate.
- Letting default run for two years and triggering strike-off and partner disqualification.
Frequently asked questions
Does a dormant LLP really have to file? Yes. Form 11, Form 8 and ITR-5 are due every year regardless of activity.
What is the penalty for late Form 8 or Form 11? ₹100 per day, per form, with no maximum. It keeps growing until the form is filed.
Is an audit always required? No. Only if turnover exceeds ₹40 lakh or contribution exceeds ₹25 lakh, with a separate tax audit above ₹1 crore of turnover.
What happens if we ignore filings for years? The Registrar can strike off the LLP and partners can be disqualified. Reviving a struck-off LLP is slow and expensive.
We have stopped trading. Can we just walk away? No. Either keep filing or close the LLP formally through the strike-off application, which stops the penalty clock properly.
Who is personally responsible for these filings? The designated partners. That responsibility comes with the role and does not shift to whoever keeps the books.