An LLP that takes foreign capital has its own pair of RBI filings: Form LLP(I) when contribution comes in (30 days) and Form LLP(II) when profit share changes hands between a resident and a non-resident (60 days). They are the LLP-world equivalents of FC-GPR and FC-TRS – same portal, same AD-bank verification, same LSF if missed. This guide covers both forms plus the rest of the SMF form family so nothing slips.
Form LLP(I) – capital coming in
| Item | Detail |
|---|---|
| Reports | Receipt of capital contribution or profit-share consideration from a person resident outside India |
| Deadline | 30 days from receipt of the money – note: the trigger is receipt, not any allotment event |
| Filed by | The LLP, through its Business User on the FIRMS portal (Entity Master with LLPIN first) |
| Documents | FIRC + KYC of the foreign partner, valuation/pricing certificate (fair value floor on repatriable contribution), partner consent/LLP agreement extract, declarations |
Form LLP(II) – profit share changing hands
| Item | Detail |
|---|---|
| Reports | Disinvestment or transfer of capital contribution / profit share between a resident and a non-resident (either direction) |
| Deadline | 60 days from receipt of funds |
| Filed by | The LLP (the resident leg’s obligations run through the LLP’s Business User) |
| Pricing | Same floor-and-cap logic as share transfers: NR acquiring – not below fair value; NR exiting – not above fair value |
The LLP’s full FEMA calendar
| Event | Filing | Deadline |
|---|---|---|
| Foreign contribution received | Form LLP(I) | 30 days |
| Resident↔NR transfer of profit share | Form LLP(II) | 60 days |
| Annual position (outstanding FDI at 31 March) | FLA return on FLAIR | 15 July |
| LLP makes a downstream investment (if foreign-owned/controlled) | Form DI | 30 days |
| LLP borrows from abroad | Form ECB-1 / ECB-2 – LLPs are eligible ECB borrowers under the 2026 framework | LRN before drawdown; event-based ECB-2 |
The wider SMF family – quick reference
| Form | For | Deadline |
|---|---|---|
| FC-GPR / FC-TRS | Company share issues / transfers | 30 / 60 days |
| LLP(I) / LLP(II) | LLP contribution / transfers | 30 / 60 days |
| CN | Startup convertible notes (issue or transfer) | 30 days |
| ESOP | Options to NR employees | 30 days from grant |
| DI | Downstream investment | 30 days |
| InVi | Investment-vehicle units to NRs | 30 days |
| DRR | Depository receipts | 30 days from close |
Foreign partner joining your LLP?
We check the sector, paper the contribution, and file LLP(I)/(II) inside the deadlines – or regularise the ones already missed.
Talk to My Cloud AccountantFrequently asked questions
What is the due date for Form LLP(I)?
30 days from the date the LLP receives the capital contribution from the foreign partner – the money date, not the LLP-agreement or MCA-filing date.
Is a valuation certificate needed for LLP FDI?
Yes on repatriable contributions – fair value certified by a CA or valuer sets the floor for the foreign partner’s entry (and the cap on exit). On non-repatriation basis, pricing rules do not apply.
Does an LLP with foreign partners file the FLA return?
Yes – LLPs with outstanding foreign contribution as on 31 March file the FLA on the FLAIR portal by 15 July, exactly like companies with FDI.
Can an LLP with FDI borrow from its foreign partner?
Yes – since the February 2026 ECB overhaul, LLPs are eligible ECB borrowers and any non-resident (including the foreign partner) is a recognised lender: LRN before drawdown, 3-year minimum maturity, arm’s-length pricing.
Based on the FEM (NDI) Rules 2019 (Schedule VI), the FEM (Mode of Payment and Reporting of Non-Debt Instruments) Regulations 2019 and the Master Direction on Reporting (updated June 2026). Last reviewed: July 2026.
