The Limited Liability Partnership (LLP) structure offers professional practices and partnership businesses a practical blend of flexibility and protection. As a separate legal entity distinct from its partners, an LLP provides liability protection while maintaining the operational freedom that partnerships are known for.
If you’re considering this structure for your business, understanding the registration requirements and compliance obligations with ACRA is essential.
Let’s look at the key steps, costs, and ongoing requirements.
Why Businesses Choose the LLP Structure
An LLP is particularly suited to professional services firms – legal practices, accounting firms, consulting groups, and similar businesses where partners want to collaborate while protecting themselves from each other’s liabilities.
The structure offers several distinct advantages:
- Limited liability protection: Partners are not personally liable for the wrongful acts or negligence of other partners
- Pass-through taxation: No corporate tax at the entity level; each partner is taxed individually on their share of profits
- No mandatory audit: Unlike private limited companies, LLPs are not required to audit their accounts
- Lower compliance burden: Annual filing requirements are less extensive than those for companies
- Operational flexibility: Partners can structure profit-sharing and management arrangements according to their needs
Also Read: Corporate Service Providers Act 2024 takes effect on 9 June 2025
LLP Registration
To register an LLP with ACRA, you must satisfy the following requirements:
Partners and Management
- Minimum of 2 partners (can be individuals or corporate entities, local or foreign)
- At least 1 local resident manager if all partners are foreign individuals
- All managers must be at least 18 years of age and of legal capacity
Business Identity
- Approved business name that includes “Limited Liability Partnership” or “LLP”
- Name reservation is valid for 120 days from the approval date
Registered Address
- A physically registered office address in Singapore
- P.O. Box addresses are not acceptable
- Can be a residential or commercial address
Capital Requirements
- No minimum paid-up capital required
It’s worth noting that the name reservation process is separate from registration. Once you’ve secured your preferred name through Bizfile, you have 120 days to complete the registration before the reservation expires.
Process and Costs for LLP Registration
The registration process is completed entirely online through ACRA’s Bizfile portal.
Name Application
Submit your proposed LLP name for approval. The application fee is S$15, and approved names are reserved for 120 days.
LLP Registration
File your registration application with the following details:
- Particulars of all partners and managers
- Registered office address
- Declaration of compliance
- Consent to act as manager (where applicable)
The registration fee is S$100, bringing the total setup cost to S$115.
Important: All partners must provide their consent online through Bizfile within 7 days of submission. Failure to obtain all consents within this timeframe will result in the application lapsing.
Processing Timeline
- Standard applications: Typically approved within 15 minutes of payment
- Applications requiring regulatory review: 14 days to 2 months (certain business activities require approval from relevant government agencies)
Upon successful registration, you will receive:
- A Unique Entity Number (UEN) for your LLP
- A free Business Profile download (must be downloaded within 30 days of registration)
Post-Registration Compliance
Once your LLP is registered, you’ll need to fulfil both immediate and ongoing compliance requirements.
Immediate Actions Required
Set up the Register of Registrable Controllers (RORC) on the date of registration. This register identifies persons who exercise significant influence or control over the LLP. The RORC information must be filed with ACRA on the same day as registration.
You should also:
- Register for CorpPass to access government e-services
- Open a corporate bank account for the LLP
- Establish proper accounting and record-keeping systems
Annual Compliance Requirements
Your LLP must fulfil the following obligations each year:
Annual Declaration to ACRA
File within 15 months from the date of registration, then annually thereafter. This declaration includes a statement of solvency or insolvency. The filing fee is S$30.
Partnership Tax Return (Form P)
Submit between 1 February and 18 April each year. Each partner will be taxed individually on their share of the partnership’s income.
Accounting Records
Maintain proper books and accounts, including profit and loss statements and balance sheets, even though no audit is mandated.
Ongoing Obligations
- Update ACRA within 14 business days of any changes to partner or manager details
- Lodge changes to RORC information within 2 business days after updating your internal register
- File Estimated Chargeable Income (ECI) within 3 months of your Financial Year End if notified by IRAS
Failure to meet these compliance requirements can result in penalties and, in serious cases, the striking off of the LLP.
LLP vs Private Limited Company
Understanding when a Private Limited Company might be more suitable than an LLP can help clarify whether you’ve chosen the right structure for your business.
LLPs are typically preferred when:
- The business is a professional practice (legal, accounting, consulting, architecture)
- Partners want pass-through taxation rather than corporate tax treatment
- Simpler compliance and no audit requirement are a priority
- Partners prefer to maintain individual autonomy in managing their practice areas
A Private Limited Company may be more suitable when:
- You plan to seek venture capital or external investment
- The ability to issue shares and equity is important for your business model
- You want to retain profits within the entity for reinvestment
- Your industry or target clients expect the corporate structure
The choice between these structures depends largely on your business model, industry norms, and long-term objectives. Most professional partnerships find that the LLP structure aligns well with their operational needs and tax planning goals.
Also Read: Registering LLP in Singapore
Professional Assistance with LLP Registration
While the registration process is straightforward, ensuring compliance with all regulatory requirements and structuring your partnership agreement properly requires careful attention to detail.
Our firm provides comprehensive LLP registration services, including:
- Name reservation and registration with ACRA
- Preparation and filing of all required documentation
- Drafting of partnership agreements tailored to your business structure
- RORC setup and compliance management
- Ongoing corporate secretarial services and annual filing support
We work with professional practices and partnership businesses across various industries to ensure their LLP structure is properly established and maintained in compliance with Singapore regulations.
For more information on how we can assist with your LLP registration, please contact us to discuss your specific requirements.
Information current as of November 2025. Requirements are subject to change. Please refer to the official ACRA website for the latest updates.
Frequently Asked Questions
1. Can Foreigners Be Partners In A Singapore LLP?
Yes, both foreign individuals and foreign companies can be partners in a Singapore LLP. However, if all partners are foreigners, you must appoint at least one local resident manager.
2. Do I Need A Company Secretary For An LLP?
No, unlike a private limited company, an LLP is not required to appoint a company secretary. This is one of the compliance advantages of the LLP structure.
3. What Happens If A Partner Wants To Leave The LLP?
A partner can cease to be a partner according to the terms in your LLP agreement, or if there’s no agreement, by giving 30 days’ notice to the other partners. The LLP must maintain at least 2 partners at all times.
4. Can I Use My Home Address As The LLP’s Registered Office?
Yes, residential addresses are acceptable as registered office addresses. For privacy, you can also register an alternate address (such as your office or service provider’s address), which will be displayed in ACRA’s public records instead of your residential address.
5. Can An LLP be Converted To A Private Limited Company Later?
Yes, an LLP can be converted to a company if needed. However, this involves a formal conversion process and legal requirements. It’s advisable to seek professional guidance if you’re considering this change.
6. What’s The Difference Between A Partner And A Manager In An LLP?
A partner is someone who has ownership rights in the LLP as defined in the partnership agreement. A manager is someone designated to manage the LLP’s operations and can be (but doesn’t have to be) a partner. Every LLP needs at least one manager who is a Singapore resident.
7. How Long Does It Take To Register An LLP in Singapore?
Standard applications are typically approved within 15 minutes of payment. However, if your business activity requires approval from other government agencies, it may take 14 days to 2 months.
