# Foreign Limited Liability Partnerships [Section 59]

## Definition

A Foreign LLP means a LLP that is:

Formed, incorporated or registered OUTSIDE India, AND
Establishes a place of business WITHIN India

## Power of Central Government

The Central Government may make rules for:

1. Establishment of place of business by a foreign LLP in India, AND

2. Carrying on their business in India

## Mechanism

The CG achieves this by applying provisions of the Companies Act or other regulatory provisions — with modifications as appropriate.

> In effect, Indian rules treat a foreign LLP's place of business in India somewhat like a foreign company's branch office, with adaptations.

Worked example

### Example 1

Q: ABC LLP, registered in the UK, wants to open a representative office in Mumbai to service its Indian clients. Is this regulated under the LLP Act?

A: Yes. ABC LLP would be a 'Foreign LLP' under Section 59 since it is incorporated outside India and is establishing a place of business in India. The CG-prescribed rules — drawing on Companies Act provisions with modifications — would apply to its establishment and conduct of business in India.

⚠️ Common exam mistakes

Confusing 'Foreign LLP' with an LLP in India that has foreign nationals as partners — these are different concepts.
Believing Foreign LLP is governed by foreign law alone in India — it must comply with CG rules applying modified Companies Act provisions.

Bare-Act text Section 59 · The Limited Liability Partnership Act, 2008 · click to expand

Section 59 - Foreign limited liability partnerships: The Central Government may make rules for provisions in relation to establishment of place of business by foreign limited liability partnerships within India and carrying on their business therein by applying or incorporating, with such modifications, as appear appropriate, the provisions of the Companies Act, or such regulatory mechanism with such composition as may be prescribed.

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