Filing LLP Form 24: How to Close Your LLP in India

Importance of a Digital Signature Certificate

The importance of a Digital Signature Certificate (DSC) lies in its ability to provide strong authentication, integrity, and proper encryptions in digital transactions and communications.

Here are several key reasons why DSCs are important and why you should apply for one as a founder:

1. Authentication

• DSCs verify the identity of individuals, organizations, or devices involved in digital transactions, ensuring that the sender is who they claim to be.

2. Integrity

• Digital signatures created using DSCs ensure the integrity of electronic documents or messages by detecting any unauthorized changes or tampering.

3. Security

• DSCs use strong cryptographic techniques to protect sensitive information and prevent unauthorized access.

4. Legal Recognition

• In India, many industries and regulatory frameworks require the use of DSCs for specific types of transactions or communications to comply with security and privacy regulations.

5. Government Services

• DSCs play an important role in the company registration process irrespective of the company type. Accessing government services, filing tax returns, or participating in e-tendering processes require digital signatures for authentication and authorization.

6. Efficiency

• DSCs streamline digital workflows by enabling secure and paperless transactions without the physical presence.

Overall, DSCs offer numerous benefits, including enhanced security, legal validity, efficiency, and cost savings, making them indispensable for digital transactions and communications

Different Classes of Digital Signature Certificates (DSCs)

Certifying authorities issue 3 types of DSCs to accommodate various needs and purposes.The type of applicant and the intended use of the Digital Signature Certificate determine the specific kind of DSC that should be sought based on the requirements.

Class 1 DSC:

• These certificates are issued for individuals or private users and are primarily used for email communication and basic transactions.
• Verification requirements are minimal, typically involving email validation or verification of basic personal information.

Class 2 DSC:

• Class 2 certificates are used for both individual and organizational purposes and offer a higher level of security and trust compared to Class 1.
• To obtain a Class 2 DSC, the applicant's identity is verified against a trusted government-issued identity document, such as a passport or driver's license.

Class 3 DSC:

• Class 3 certificates provide the highest level of security and are typically used for online transactions involving high-value financial transactions, e-commerce, and government applications.
• The verification process for Class 3 DSCs involves rigorous identity verification procedures, including in-person verification and submission of supporting documents.

Certifying Authorities in India

Certifying Agencies are designated by the office of the Controller of Certification Agencies (CCA) in accordance with the provisions of the IT Act, 2000. Currently, there are eight Certification Agencies authorized by the CCA to issue Digital Signature Certificates (DSCs).

Format of a Digital Signature Certificate

A DSC typically contains the following components:

1. Public Key

• A cryptographic key that is made publicly available and used to verify digital signatures created by the corresponding private key.

2. Private Key

• A secret key that is securely held by the owner and used to create digital signatures for documents or messages.

3. Certificate Information

• Details about the certificate, including the issuer (Certifying Authority), the validity period, a unique identifier, the subject (owner), and the digital signature of the CA to confirm its authenticity.

4. Digital Signature

• A unique digital signature generated using the private key of the certificate, which can be verified using the corresponding public key.

The format of a Digital Signature Certificate (DSC) can vary depending on the issuing Certificate Authority (CA) and the type and class of the certificate.

Documents required for obtaining a Digital Signature Certificate

The documents required for obtaining a Digital Signature Certificate (DSC) include:

• Proof of Identity: Copy of any one of the following government-issued identity documents attested by a Gazetted officer:
  • Passport
  • Aadhaar Card
  • PAN Card
  • Voter ID Card
• Proof of Address: Copy of any one of the following documents showing the applicant's residential address attested by a Gazetted officer:
  • Utility bill (electricity, water, gas, telephone)
  • Bank statement
  • Rent agreement
• Passport Size Photograph: Recent passport-size color photograph of the applicant.
• Self-attested Copy of PAN Card: A self-attested photocopy of the applicant's PAN Card.
• Organization Documents (if applicable):For organizations, additional documents such as the Certificate of Incorporation, Memorandum of Association (MOA), Articles of Association (AOA), or Partnership Deed may be required.

It's important to note that the specific documents required may vary depending on the type of Digital Signature Certificate (e.g., Class 1, Class 2, Class 3), the Certification Authority (CA) issuing the certificate, and the purpose for which the certificate is being obtained.

How to apply for a Digital Signature Certificate?

Razorpay Rize simplifies this process by streamlining e-filing on the MCA portal (company registration process), and as part of the package, you can acquire 2 Digital Signature Certificates for the involved directors/partners.

Note: It's necessary to obtain a Digital Signature Certificate (DSC) of either the Class 2 or Class 3 signing certificate category issued by a licensed Certifying Authority (CA) to facilitate e-filing on the MCA Portal for company registration processes.

Alternatively, you also have the option to apply for DSCs through designated certifying agencies through the following steps.

• Choose a Certifying Authority (CA) accredited by the Controller of Certification Agencies (CCA) under the provisions of the IT Act, 2000.
• Determine the type and class of DSC required based on your needs and the level of security required (e.g., Class 1, Class 2, Class 3).
• Gather the necessary documents, including proof of identity, proof of address, passport-size photograph, self-attested copy of PAN card, and any organization-related documents (if applicable).
• Obtain and fill out the DSC application form provided by the chosen Certifying Authority. Fill in the necessary details like the Class of the DSC, validity, type, applicant name and details, residential address, etc.
• Undergo the identity verification process as per the CA's requirements, which may involve in-person verification or online verification, depending on the type of DSC and the CA's policies.
• Pay the prescribed fees.
• Upon successful verification and payment, the Certifying Authority will generate a unique key pair consisting of a public key and a corresponding private key.
• Once the key pair is generated, the Certifying Authority will issue the Digital Signature Certificate.
• Install the DSC on the appropriate device or token as per the CA's instructions.

Validity of the Digital Signature Certificate

Digital Signature Certificates (DSCs) are commonly issued with either a one-year validity or a two-year validity period.

These certificates can be renewed upon expiry of the initial validity period. Renewal procedures typically involve submitting updated documentation and undergoing identity verification processes, similar to the initial application process.

Fees for the Digital Signature Certificate in India

If you’re registering your business with Razorpay Rize, DSCs are commonly included in the package regardless of the company type.

In the case of direct applications, the fees include various components, including the one-time cost of the medium (such as a USB token), the Digital Signature Certificate (DSC) issuance cost, the renewal cost after the validity period expires, and the support costs (if any).

The costs, as mentioned on the MCA website, are as follows-

Frequently Asked Questions

What Is Copyright?

Copyright is a legal right that gives you control over your original creative work—be it writing, music, software, or art. It allows you to reproduce, distribute, and authorise the use of your work. This protection lasts for a limited period, after which the work may enter the public domain.

What Can You Copyright? Understanding the Categories

In India, the Copyright Office recognises six main categories of works that you can protect under copyright law. Each category covers a specific type of creative output and gives you exclusive rights over how that work is used.

Literary Works

This includes books, articles, blogs, software code, and any written content. It protects the expression of ideas, not the ideas themselves.

Dramatic Works

Scripts, screenplays, stage plays, and similar compositions fall under this category. Copyright safeguards the dialogue, structure, and performance elements of the work.

Musical Works

This covers musical notations and compositions, but not the lyrics or sound recordings. It protects the arrangement and melody.

Artistic Works

Paintings, drawings, photographs, sculptures, and even architectural designs qualify here. Copyright ensures your visual creations aren’t copied or used without permission.

Cinematograph Films

This includes movies, videos, and visual recordings. It protects the film as a whole, including its sound and visual elements.

Sound Recordings

These are recordings of voices or music, such as songs, audiobooks, or podcasts. It covers the actual audio content as captured.

The Importance of the Copyright Registration Process

Registering your copyright strengthens your legal ownership and gives you proof in case of disputes. It lets you control how others use, copy, or distribute your work. For example, if someone copies your song or business content without permission, a registered copyright helps you take legal action quickly.

Need for Copyright Registration

While copyright protection exists the moment you create original work, registering it gives you a significant legal edge. In India, registration is not compulsory—but it acts as solid evidence of ownership in court, making it easier to prove your claim if someone uses your work without permission. Whether you're a writer, developer, musician, or business owner, this legal proof can help you enforce your rights and claim damages in case of infringement.

Registration also deters unauthorised use, as it puts others on notice that the work is protected. For creators, it adds a layer of security that encourages more innovation. You’re more likely to invest time and resources into developing original content when you know the law backs your ownership. For businesses, especially those in media, advertising, or tech, copyright registration protects content assets and avoids costly legal battles. It’s a proactive step to secure your creative and commercial interests.

Copyright Symbol

You can start using the copyright symbol (©) as soon as you create original work, but using it after registration strengthens its legal value. It signals that your work is protected and warns others against unauthorised use. The symbol is usually followed by your name and the year of creation.

Legal Rights of a Copyright Owner

Once you register your work, you receive a set of legal rights that help you protect and manage your creation. These rights are:

1. Right of Authorship: You are legally recognised as the original creator of the work.
2. Right to Reproduce: You alone can make copies of your work in any form—print, digital, or electronic.
3. Right to Publish and Distribute: You control when, where, and how your work is made available to the public.
4. Right to Public Performance: If your work is meant to be performed (like music or drama), only you can authorise that.
5. Right to Translate: You can permit or restrict changes to your work, such as translations, dramatisations, or adaptations into other formats.
6. Right to Protect Your Reputation: You can object to any use of your work that distorts or damages your name or intent.
7. Right to Transfer or License: You can sell your rights or give others permission to use your work under specific conditions.

How Long Does Copyright Protection Last?

In India, copyright protection generally lasts for 60 years. For original literary, dramatic, musical, and artistic works, this 60-year period starts from the year following the author’s death. For cinematograph films, sound recordings, photographs, posthumous works, anonymous or pseudonymous publications, and works by the government or international organisations, the 60 years are counted from the year of publication. This extended duration ensures that you—and later your legal heirs or assignees—retain exclusive rights to use and monetise the work, while also allowing time to enforce those rights if needed.

Conditions for Filing a Copyright Application

To submit a copyright application in India, you need to follow specific file format and size rules based on the type of work.

• Artistic works must be uploaded in PDF or JPG format.
• Sound recordings should be in MP3 format.
• Literary, dramatic, musical, and software works must be in PDF format, with the file size under 10 MB.

If you're submitting software, make sure the PDF includes at least the first 10 and last 10 pages of the source code. If the full code is less than 20 pages, you can upload the entire code—but it must be unredacted, with no sections blocked out or hidden.

Step-by-Step Copyright Registration Process

Step 1: Visit the Official Website

Go to copyright.gov.in. If you're a first-time user, click on “New User Registration” to create your login credentials. Keep your user ID and password safe for future use.

Step 2: Fill Form XIV and Upload Documents

After logging in, click on “Click for Online Copyright Registration” and open Form XIV.

Fill in key details such as:

• Title, nature, and language of the work
• Applicant’s name, address, nationality, mobile number, and email
• Whether the work is published or unpublished

Then, upload the required documents:

• Scanned signature (max 512 KB)
• For published works: three copies of the work
• For unpublished works: two copies
• For software: first 10 and last 10 pages of the source code
• NOCs from the author (if different), publisher (if any), and anyone whose images appear in the work

Also complete the Statement of Particulars and Statement of Further Particulars, based on the type of work.

Step 3: Pay the Registration Fee

Use the online payment gateway to pay the fee. Charges vary:

• ₹500 for literary, dramatic, musical, or artistic works
• ₹2,000 for sound recordings
• ₹5,000 for software or cinematograph films

Once paid, you’ll receive a Diary Number. This helps track your application status.

Step 4: 30-Day Objection Window

After submission, your application goes public for 30 days to allow objections. If no one raises an objection, it moves forward automatically.

Step 5: Scrutiny and Review

If no objections are raised, the Registrar reviews your application and documents for errors or missing information. If objections are raised, both parties are notified.

Step 6: Hearing (if needed)

A hearing is scheduled. Both sides present their case, and the Registrar makes a decision.

Step 7: Receive the Certificate

If approved, you’ll get a Copyright Registration Certificate. This document legally proves your ownership and is useful in any future disputes.

Note: You must file a separate application for each individual work.

Starting a business? Secure your brand and ideas—get expert help with company and copyright registration with Razorpay Rize.

Checking the Status of Copyright Registration Application

To check the status of your copyright registration application online, visit the official Copyright Office website. Look for the “Status of Application” section on the homepage. You’ll need your diary number or acknowledgment number, which you receive after submitting your application.

Enter this number in the search field and submit it to view the current status. The portal will show if your application is under scrutiny, awaiting response, or approved. 

Distinguishing Copyright, Trademarks, and Patents

Copyright, trademark, and patent are legal tools that protect different kinds of work.

• Copyright protects original creative content you make—like a story, a song, a painting, or even computer code. It stops others from copying or using your work without permission. Example: You write a short film script—copyright protects the script.
• Trademark protects your brand identity—like your business name, logo, or tagline. It makes sure no one else uses something similar that could confuse your customers. Example: You design a logo for your film company—trademark protects that logo.
• Patent protects new inventions—such as machines, products, or special methods. It gives you the right to stop others from making or selling your invention. Example: You invent a new type of camera—a patent protects the invention.

These rights matter because they give you control, stop others from copying your work, and let you take legal action if needed. Understanding what each protects helps you avoid confusion and ensures your ideas are legally safe.

Frequently Asked Questions

What is an LLP Agreement?

An LLP Agreement is a written contract between the partners of a Limited Liability Partnership. It defines the mutual rights, duties, and responsibilities of the partners and outlines how the LLP will be managed.

This agreement acts as a rulebook for the internal functioning of the LLP, covering areas such as profit-sharing ratios, decision-making processes, roles of individual partners, dispute resolution mechanisms, and procedures for adding or removing partners.

In short, LLP Agreement is the foundational legal document that governs the relationship between the partners and ensures smooth day-to-day operations.

Need and Purpose of LLP Agreement

The LLP Agreement is more than just a formality—it's a critical document that provides clarity and structure to the partnership. Here’s why it’s necessary:

• Defines roles and responsibilities: Each partner's role, contribution, and authority are clearly outlined.
  
• Avoids disputes: A well-drafted agreement helps prevent conflicts by setting expectations early.
  
• Facilitates smooth operations: It streamlines internal decision-making and operational protocols.
  
• Profit-sharing clarity: Partners know exactly how profits and losses will be distributed.
  
• Legal safeguard: In case of disputes, courts consider the agreement as a key legal reference.
  

The partnership may face operational confusion and legal complications without a properly executed and stamped LLP Agreement.

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Stamp Duty on LLP Agreement

Stamp duty is a mandatory legal tax imposed on certain documents, including LLP Agreements, to make them legally enforceable. In India, the stamp duty applicable to LLP Agreements is governed by the State Stamp Act of the respective state where the LLP is registered.

The stamp duty amount is typically based on the total capital contribution mentioned in the agreement. While some states impose a fixed fee, others may levy a percentage-based duty. It’s essential for LLPs to pay the correct stamp duty to avoid future legal or financial penalties.

Here’s a quick reference table showing the stamp duty applicable to LLP Agreements based on capital contributions across different states in India.

In New Delhi, the stamp duty on an LLP Agreement is charged at 1% of the total capital contribution.

Factors Affecting Stamp Duty on LLP Agreement in India

The 2013 Act introduced more stringent rules, bringing private companies with share capital under the same requirements to enhance transparency and accountability.

• State of Registration: Each state in India has its own Stamp Act and may prescribe different rates for LLP Agreements.
  
• Capital Contribution: The total contribution by all partners significantly impacts the stamp duty amount- higher contributions often mean higher duty.
  
• Fixed vs. Percentage-Based Fee: Some states charge a fixed amount (e.g., ₹1,000), while others impose a percentage of the capital contribution.
  
• Regulatory Changes: Amendments in central or state laws can lead to changes in the applicable stamp duty rates.
  

Conclusion

Stamp duty on an LLP Agreement is a foundational compliance step that validates your business arrangement. With rates varying from one Indian state to another and being influenced by capital contributions and regulatory changes, it's important to understand the specific requirements applicable to your LLP.

Ignoring or underpaying stamp duty might seem like a small risk at first, but it can lead to legal complications, penalties, and delays if your agreement is ever scrutinised. On the other hand, taking the time to understand and comply with stamp duty requirements ensures your LLP starts on solid legal ground.

Frequently Asked Questions