Formed, incorporated or registered outside India, AND
Which establishes a place of business within India.
(Both limbs must be satisfied — a foreign LLP without a place of business in India is not a 'Foreign LLP' for the Act's purposes.)
## Regulatory Framework (Section 59)
The Central Government may make rules for provisions in relation to:
Establishment of a place of business by a foreign LLP within India, and
Carrying on of business therein.
The rules may apply or incorporate, with such modifications as appear appropriate:
The provisions of the Companies Act, 2013, or
Such regulatory mechanism with such composition as may be prescribed.
## Why Section 59 matters
It bridges the Companies Act and the LLP Act for cross-border situations, giving the government flexibility to extend company-style regulations to foreign LLPs operating in India.
Worked example
### Example 1
Q. An LLP incorporated in Singapore has no office or place of business in India but enters into a one-time export contract with an Indian customer. Is it a 'Foreign LLP'?
A.No. Mere transactional engagement does not amount to 'establishing a place of business' in India. Both limbs of Section 2(m) (incorporation abroad + place of business in India) must be met.
⚠️ Common exam mistakes
Treating any overseas LLP as a 'Foreign LLP' — the place-of-business test is essential.
Assuming the Companies Act, 2013 automatically applies to foreign LLPs — it applies only via rules notified under Section 59.
Bare-Act text Sections 2(m) & 59 · Limited Liability Partnership Act, 2008 · click to expand
Section 2(m) — 'Foreign LLP' means a LLP formed, incorporated or registered outside India which establishes a place of business within India. Section 59 — The Central Government may make rules for provisions in relation to establishment of place of business by foreign LLP within India and carrying on their business therein by applying or incorporating, with such modifications, as appear appropriate, the provisions of the Companies Act, 2013 or such regulatory mechanism with such composition as may be prescribed.