Key Takeaways
- Every LLP must file Form 11 by 30 May and Form 8 by 30 October each year, regardless of turnover or activity.
- Form 11 is the Annual Return (partner details and contributions); Form 8 is the Statement of Account and Solvency.
- The MCA portal will not accept Form 8 unless Form 11 is already filed for the year.
- Late filing attracts Rs 100 per day per form, with no upper cap.
- LLPs with a pending filing backlog can use the CCFS-2026 amnesty window (closes 15 July 2026) to pay only 10% of late fees.
Many LLP partners still think annual filings are optional if the business is dormant. They are not. Every LLP registered in India must file Form 11 and Form 8 every year, even if the LLP had zero revenue, no transactions, and no staff. The penalty for missing these filings is Rs 100 per day per form, and unlike many other late fees, this one has no cap. A two-year delay on both forms adds up to over Rs 1.4 lakh in penalty alone.
This guide covers what needs to be filed, when, who must sign, and what to do if you are already behind.
Looking for expert help with LLP annual compliance, Form 11, Form 8, ROC filing services? The team at Tax Garden helps Indian SMEs stay compliant end-to-end: filings, notices, and advisory, all in one place.
What an LLP Must File Every Year
An LLP has three annual compliance obligations. They come from different laws and have different due dates.
| Filing | What it is | Governing law | Due date |
|---|---|---|---|
| Form 11 | Annual Return (partners, contribution, changes) | LLP Act 2008, Rule 25 | 30 May |
| Form 8 | Statement of Account and Solvency | LLP Act 2008, Rule 24 | 30 October |
| ITR-5 | Income Tax Return | Income Tax Act 2025 | 31 July (non-audit) / 31 October (audit) |
None of the three are optional. The first two go to the Ministry of Corporate Affairs (MCA); the third goes to the Income Tax Department.
Form 11: The Annual Return
Form 11 is a declaration of the LLP's structure as at 31 March each year. It captures:
- Names of designated partners and partners
- Partners' capital contribution
- Any changes in partners during the year (admissions, resignations)
- Summary of business activity
Who must sign
- Every LLP has at least two designated partners; one of them signs the form digitally using a valid DSC.
- If the LLP's total contribution exceeds Rs 50 lakh or turnover exceeds Rs 5 crore, a practising Company Secretary (CS) must also certify the form.
- For smaller LLPs, no professional certification is mandatory for Form 11.
Due date and penalty
- Due date: 30 May 2026 (for FY 2025-26).
- Late filing fee: Rs 100 per day, with no cap. A one-month delay costs Rs 3,000. A year's delay costs Rs 36,500.
Form 11 is a short form (about 2 pages of data entry), but it is the gating filing. You cannot proceed to Form 8 without Form 11 already filed for the year.
NIL activity LLPs
A common misconception is that an LLP with no business activity does not need to file Form 11. This is wrong. Even a dormant LLP with zero revenue must file Form 11 every year, declaring the partner structure and reporting NIL activity. The late fee applies identically.
Form 8: Statement of Account and Solvency
Form 8 is the financial statement filing. It certifies:
- The LLP's summary financial position as at 31 March
- A solvency declaration (the LLP can pay its debts)
- Disclosure of Micro, Small, and Medium Enterprise (MSME) trade payables
Who must sign
- Form 8 is signed digitally by two designated partners.
- If the LLP's turnover exceeds Rs 40 lakh or partner contribution exceeds Rs 25 lakh in the financial year, the accounts must be audited and the form must be certified by a CA (Chartered Accountant) or CS or Cost Accountant in practice.
- Below these thresholds, a self-attested Form 8 is accepted without professional certification.
Due date and penalty
- Due date: 30 October 2026 (for FY 2025-26, being 30 days after the 6-month period closes).
- Late filing fee: Rs 100 per day, with no cap.
Like Form 11, Form 8 has no upper penalty limit, so the cost grows daily. The MCA portal will reject Form 8 if Form 11 is not already on record for the same year, so the sequence is strict.
ITR-5: Income Tax Return for LLPs
An LLP files ITR-5 regardless of profit or loss. The due date depends on whether the LLP's accounts require tax audit:
- No tax audit (turnover up to Rs 1 crore for business, Rs 50 lakh for profession): ITR-5 due by 31 July 2026.
- Tax audit applicable: ITR-5 due by 31 October 2026. Tax audit report (Form 3CD) must be filed at least one month earlier, by 30 September 2026.
Penalty for late ITR filing under the Income Tax Act 2025 is up to Rs 10,000 (lower for small LLPs with income below Rs 5 lakh).
The Full Annual Calendar for an LLP
For an LLP with FY 2025-26 as the reporting year:
| Date | Filing | To whom |
|---|---|---|
| 30 May 2026 | Form 11 | MCA |
| 31 July 2026 | ITR-5 (no audit) | Income Tax |
| 30 September 2026 | Tax audit report (if applicable) | Income Tax |
| 30 October 2026 | Form 8 | MCA |
| 31 October 2026 | ITR-5 (audit applicable) | Income Tax |
These dates run like clockwork. There is rarely any extension, so plan the internal book-closing accordingly.
Penalty Math: Why Delay Gets Expensive Fast
Because LLP late fees have no cap, delayed filings compound unusually.
| Delay | Form 11 penalty | Form 8 penalty | Combined |
|---|---|---|---|
| 30 days | Rs 3,000 | Rs 3,000 | Rs 6,000 |
| 90 days | Rs 9,000 | Rs 9,000 | Rs 18,000 |
| 6 months | Rs 18,000 | Rs 18,000 | Rs 36,000 |
| 1 year | Rs 36,500 | Rs 36,500 | Rs 73,000 |
| 2 years | Rs 73,000 | Rs 73,000 | Rs 1,46,000 |
If your LLP has filings pending from FY 2023-24 and FY 2024-25, the penalty component alone can run past Rs 3 lakh once all forms and years are computed.
CCFS-2026: A Window for Backlogs
The Ministry of Corporate Affairs launched the Companies Compliance Facilitation Scheme 2026 (CCFS-2026), open from 15 April 2026 to 15 July 2026. The scheme offers a 90% waiver of additional late fees for LLPs filing overdue forms during the window.
Practically, this means:
- A normal late fee of Rs 73,000 on a one-year overdue Form 11 drops to Rs 7,300.
- The same savings apply to Form 8.
- Eligible forms include Form 11, Form 8, and other LLP-related filings past due.
If your LLP has a backlog, the CCFS-2026 window is almost certainly the best time to clear it. The scheme also offers immunity from prosecution for the filings made under the scheme, which matters for LLPs that have received 'LLP is inactive' notices from ROC.
See Tax Garden's CCFS-2026 guide for details.
Common Mistakes
-
Filing Form 8 before Form 11. The MCA portal blocks this. Always file Form 11 first, then Form 8.
-
Assuming dormant LLP = no filing. Not true. Every LLP files Form 11 and Form 8 regardless of activity or revenue.
-
Missing CA certification when applicable. If contribution crosses Rs 25 lakh or turnover crosses Rs 40 lakh, Form 8 needs a CA or CS or Cost Accountant certificate. Filing without it is incomplete.
-
Thinking the penalty is capped. It is not. Every extra day adds Rs 100 per form. After a few years, the penalty alone can exceed the LLP's annual revenue.
-
Confusing LLP Form 11 with Company Form MGT-7. They are similar concepts but for different legal entities. LLPs use Form 11 (simpler); companies use MGT-7 or MGT-7A.
What to Do if You Are Behind
- Calculate the total late fee for each pending form using Rs 100 per day.
- If the pending filings are from any period where the LLP was active or inactive, CCFS-2026 gives you a 90% waiver until 15 July 2026.
- Prepare Form 11 first for each backlogged year, then Form 8.
- If contribution or turnover crossed Rs 25 lakh or Rs 40 lakh, engage a CA or CS for Form 8 certification.
- File ITR-5 for each pending year separately through the Income Tax portal.
- Update your LLP agreement and ROC records if any partner change was never filed.
Frequently Asked Questions
My LLP had no income and no transactions last year. Do I still file Form 11 and Form 8?
Yes. Every LLP must file both forms regardless of activity or turnover. Filing NIL figures is acceptable, but not filing at all triggers Rs 100 per day per form, with no cap.
What is the difference between Form 11 and Form 8?
Form 11 is the Annual Return: it captures partner details, contribution, and any changes during the year. Form 8 is the Statement of Account and Solvency: it reports the LLP's financial position and a solvency declaration. Form 11 is due by 30 May; Form 8 is due by 30 October.
Do I need a Chartered Accountant for LLP annual filings?
Only if your LLP crosses either Rs 40 lakh turnover or Rs 25 lakh contribution. Below those thresholds, the designated partners can self-sign Form 8. Form 11 does not need CA certification unless contribution exceeds Rs 50 lakh or turnover exceeds Rs 5 crore (in which case a CS certificate is required).
Can I use CCFS-2026 to clear my LLP's old pending filings?
Yes. CCFS-2026 covers LLP Form 11 and Form 8 filings that are overdue. You pay only 10% of additional late fees if you file during the 15 April to 15 July 2026 window. After 15 July, the full penalty applies.
What happens if I never file? Can my LLP be struck off?
Persistent non-compliance allows ROC to initiate 'defaulting LLP' proceedings and eventually strike the LLP off the register. Once struck off, the LLP legally ceases to exist, partners lose limited liability protection, and reviving the LLP requires a NCLT application. It is far cheaper to file even late than to risk strike-off.
The Takeaway for Partners
LLP annual compliance is the lowest-effort, highest-impact work a designated partner can do each year. Both forms combined take under an hour of active work if the books are in order. The reason many LLPs fall behind is not complexity; it is simply missing the 30 May and 30 October dates.
A practical rhythm for any LLP partner:
- Close books by 30 April each year.
- File Form 11 by 30 May.
- File ITR-5 by 31 July.
- File Form 8 by 30 October.
- Run a quick year-end check in March to flag any upcoming threshold crossing that will require CA certification next year.
If the LLP is dormant and you do not see it returning to activity, voluntary strike-off is a cleaner path than perpetual annual filings. Either route requires planning.
Tax Garden's Compliance Standard plan includes annual Form 11, Form 8, and ITR-5 for LLPs, with CA certification where required and CCFS-2026 filings for backlog clearance.
Explore our plans or see how it works.
This guide references the Limited Liability Partnership Act 2008, the LLP Rules 2009 (Rule 24 for Form 8 and Rule 25 for Form 11), MCA General Circular No. 01/2026 for the CCFS-2026 scheme, and the Income Tax Act 2025 for ITR-5 due dates. Due dates, penalty rates, and threshold amounts are stable but periodically revised; confirm with mca.gov.in and incometax.gov.in before filing. Cross-checked against published analysis from IndiaFilings, ClearTax, LegalFidelity, and Tally Solutions.






