FEMA Form (II) for LLP disinvestment and transfers reported within 60 days.

Form LLP-II is the FEMA reporting form used to report any disinvestment or transfer of capital contribution and profit share in an Indian Limited Liability Partnership where either the transferor or the transferee is a person resident outside India. The form is filed on the FIRMS portal of the Reserve Bank of India under the Single Master Form framework, and is the LLP equivalent of Form FC-TRS used for transfer of shares in Indian companies. The reporting timeline is 60 days from the date of receipt of consideration for the transfer.

The most common scenarios that trigger Form LLP-II include a resident partner transferring its capital contribution and profit share to a non-resident partner, a non-resident partner transferring its interest to a resident partner, a non-resident partner transferring its interest to another non-resident partner where both parties hold contribution in the same Indian LLP, and exits by overseas-funded sponsors of fund management LLPs and services LLPs. Each transfer must comply with FEMA pricing guidelines, which require a fair value report supporting the consideration paid.

Our Form LLP-II practice covers the full transfer reporting cycle — review of the underlying transfer documents, valuation under FEMA pricing rules, drafting of the supplementary deed reflecting the change in partners, KYC of incoming or outgoing non-resident partner, registration on FIRMS, Entity Master updation, filing of Form LLP-II within the 60-day window, AD bank coordination, and acknowledgement archival. Where the LLP has missed the deadline for past transfers, we manage Late Submission Fee payments and compounding applications before the Reserve Bank of India.