Chapter VII - Financial Disclosures
Section 35
Section 35: Annual return for an LLP
Every LLP must file a duly authenticated annual return with the Registrar within sixty days after its financial year closes.
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Need advice on Section 35?
This article is for general information. Refer to the Limited Liability Partnership Act, 2008 official text for the official provisions. If you need professional advice for your situation, contact Bizeneed.
Statutory text
Bare law
(1) Every limited liability partnership shall file an annual return duly authenticated with the Registrar within sixty days of closure of its financial year in such form and manner and accompanied by such fee as may be prescribed.
(2) If any limited liability partnership fails to file its annual return under sub-section (1) before the expiry of the period specified therein, such limited liability partnership and its designated partners shall be liable to a penalty of one hundred rupees for each day during which such failure continues, subject to a maximum of one lakh rupees for the limited liability partnership and fifty thousand rupees for designated partners.
Introduction
Section 35 sets a statutory sixty-day deadline measured from financial-year closure. The 2021 amendment replaced the former subsection (2) and (3) fine scheme with the current daily penalty and caps. The prescribed form, manner and fee must be checked in the current rules and filing system.
Key takeaways
Sixty-day filing window
The annual return is due within sixty days after the LLP's financial year closes.
Authentication
The return must be duly authenticated and filed in the prescribed form and manner.
Late penalty
The LLP and its designated partners face ₹100 for each day of continued failure, subject to the stated separate caps.
Determine the period
Confirm the LLP's financial-year closing date under the Act, then calculate the statutory sixty-day filing window.
Prepare and authenticate
Collect the information required by the current prescribed annual-return form, reconcile partner details and obtain the required authentication before filing.
File and retain proof
Submit through the prescribed channel with the applicable fee. Keep acknowledgement, filing date and a copy of the return.
If late
Count each day the failure continues for subsection (2), identify the LLP and designated partners, and apply the separate statutory caps. Confirm any assessed amount through the applicable process.
Practical preparation
For each financial year:
- Confirm close date and sixty-day deadline.
- Reconcile return data and obtain authentication.
- File with prescribed fee and save acknowledgement.
- If late, document cure date and penalty calculation.
Practical checklist
Do
- Start annual-return preparation before year-end data is finalised.
- Keep the filing acknowledgement and a dated copy.
Avoid
- Do not use the pre-2022 fine ranges as the current subsection (2) consequence.
- Do not assume the statement of account and solvency is the annual return; they are distinct filings.
Illustrative example
Hypothetical: annual return filed late
Horizon LLP closes its financial year on 31 March but misses the sixty-day return window.
Calculate deadline
Count sixty days from closure under subsection (1).
Cure default
Complete authentication and file the prescribed return promptly.
Assess penalty
Count continuing days at ₹100 each and apply the LLP and designated-partner caps.
Outcome
- Section 35(2) applies to the late filing until the failure is cured, subject to statutory caps and the applicable adjudication process.
Glossary
- Annual return
- The yearly LLP filing required by Section 35(1).
- Continuing failure
- A missed filing that remains unremedied and attracts the subsection (2) daily penalty, subject to caps.
Frequently asked questions
When is an LLP annual return due under Section 35?
Within sixty days after closure of its financial year.
Who is named for the late-filing penalty?
Section 35(2) names the LLP and its designated partners; the LLP cap is ₹1 lakh and the designated-partner cap is ₹50,000.
Need help applying this provision to your situation?
Contact BizeneedLast updated 10 October 2026