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Chapter XI - Foreign Limited Liability Partnerships

Section 59

Section 59: Foreign limited liability partnerships

The Central Government may make rules for foreign LLPs establishing a place of business and carrying on business in India.

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Need advice on Section 59?

This article is for general information. Refer to the Limited Liability Partnership Act, 2008 official text for the official provisions. If you need professional advice for your situation, contact Bizeneed.

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Statutory text

Bare law

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, 2013 (18 of 2013) or such regulatory mechanism with such composition as may be prescribed.

Key takeaways

1

Rule-making power

Section 59 empowers the Central Government to make rules.

2

Foreign LLP activity

The subject is establishment of a place of business in India and carrying on business there.

3

Adapted mechanism

Rules may apply or incorporate Companies Act provisions with modifications or use a prescribed regulatory mechanism.

When this section applies

The Central Government may make rules for foreign LLPs establishing a place of business and carrying on business in India.

Key steps

  • Check the entity: Confirm the LLP was formed, incorporated or registered outside India under section 2(m).
  • Find the current rules: Identify rules governing the proposed Indian place of business and operations.
  • Apply the mechanism: Comply with the applicable filings and conditions in those rules.

Practical preparation

Check these section-specific points against the facts and records.

  • Confirm that the foreign LLP seeks to establish a place of business or carry on business in India.
  • Identify the rules and conditions currently prescribed for foreign LLPs under section 59.
  • Check whether incorporated Companies Act provisions apply to the proposed activity.
  • Retain filings and compliance evidence required under the applicable rules.

Practical checklist

Do

  • Check the foreign LLP definition and operative rules.
  • Document the proposed Indian place of business.

Avoid

  • Do not treat this enabling section as the complete filing procedure.
  • Do not assume foreign company rules apply without checking the modifications made for LLPs.

Illustrative example

Hypothetical: section 59 in practice

An overseas LLP plans to open an office in India and conduct business from it.

  1. Check the entity

    Confirm the LLP was formed, incorporated or registered outside India under section 2(m).

  2. Find the current rules

    Identify rules governing the proposed Indian place of business and operations.

  3. Apply the mechanism

    Comply with the applicable filings and conditions in those rules.

Outcome

  • Section 59 points to Central Government rules for the establishment and ongoing operations; the LLP must check those rules.

Glossary

Foreign LLP
An LLP formed, incorporated or registered outside India that establishes a place of business within India.
Regulatory mechanism
The framework prescribed under the section for foreign LLPs.

Frequently asked questions

Does section 59 itself list every filing?

No. It authorises the Central Government to make rules for foreign LLPs.

Can Companies Act provisions be adapted?

Yes. The section permits applying or incorporating them with appropriate modifications.

Need help applying this provision to your situation?

Contact Bizeneed

Last updated 10 October 2026