What Is Form LLP(II)?
Form LLP(II) reports disinvestment or transfer of capital contribution or profit share in an LLP between a person resident in India and a person resident outside India. It is filed on the RBI’s FIRMS portal.
The form must be filed within 60 days from the date of receipt of funds or the remittance, and the transfer price must follow FEMA pricing guidelines backed by a valuation.
Transfers reported correctly to the RBI
- Pricing checked
- FIRMS filing done
- Bank queries handled
When Is Form LLP(II) Filed?
- A foreign partner sells their interest to an Indian partner
- An Indian partner sells to a non-resident
- A foreign partner reduces contribution and receives money back
- Restructuring of foreign-owned LLPs
Benefits
Legal repatriation
Needed to send sale proceeds abroad.
Avoid penalties
Timely filing avoids late fees.
Accurate ownership
RBI and MCA records match.
Smooth audits
Clean FEMA trail for due diligence.
Documents Required
- Transfer agreement between the parties
- Valuation certificate
- FIRC or remittance proof and KYC
- Consent of the partners
- Form 3 and Form 4 filed with the ROC
Form LLP(II) Filing Process
Pricing
Valuation obtained as per FEMA rules.
Transaction
Funds received or remitted through banking channels.
Filing
Form LLP(II) filed within 60 days.
Bank review
AD bank queries answered.
MCA forms
Form 3 and Form 4 filed for the change.
Common Mistakes to Avoid
- Wrong pricing – Transfers must follow FEMA pricing guidelines.
- Missing 60 days – Late filing needs a late submission fee.
- Only MCA filings – MCA forms do not replace RBI reporting.
- Cash or non-banking channels – Payments must go through banks.
Related Filings
Form 3 / Form 4
Update the LLP agreement and partners.
15CA / 15CB
For remittance of sale proceeds abroad.
Capital gains
Tax on the transfer, if any.
FLA return
Annual return to the RBI.
Why Choose Vaidam Consultancy for Form LLP-II Filing
FEMA experts
We handle RBI FIRMS filings and the supporting documents.
Clear quote upfront
You receive our fee and all charges before we begin.
On-time reporting
Filed within the RBI time limit to avoid late submission fees.
Bank coordination
We work with your AD bank until the form is approved.
Frequently Asked Questions
Within 60 days from receipt of funds or the remittance.
The resident transferor or transferee, through the LLP’s AD bank on FIRMS.
Yes, transfers must follow FEMA pricing guidelines.
Yes. Form 3 and Form 4 are filed for changes in the agreement and partners.
A late submission fee is payable to the RBI.