Starting a Partnership Firm or Limited Liability Partnership (LLP) is a popular choice among entrepreneurs looking for flexibility and ease of doing business. However, one crucial legal requirement that is often overlooked is the execution of the Partnership Deed or LLP Agreement on properly stamped paper.
Many business owners are unaware that Stamp Duty on such agreements is not uniform across India. Each state prescribes its own stamp duty rates under their respective State Stamp Acts. In this article, we will break down the concept of stamp duty, explain its significance, and provide a state-wise overview to help you comply with this important legal formality.
🔷 What is Stamp Duty on Partnership Deed and LLP Agreement?
Stamp Duty is a form of tax levied by the Government on legal documents to make them valid and enforceable in a court of law. For Partnership Deeds and LLP Agreements, paying the correct stamp duty is essential to ensure:
✔️ Legal validity of the agreement
✔️ Admissibility of the agreement in courts in case of disputes
✔️ Smooth registration with relevant authorities, such as the Registrar of Firms or Registrar of Companies (ROC)
✔️ Avoidance of penalties for under-stamping or improper documentation
Failure to pay the correct stamp duty can lead to legal complications, rejection of registration applications, and even loss of rights in business disputes.
🔷 Is Stamp Duty Mandatory for All Partnership or LLP Agreements?
Yes. Whether you register your Partnership Firm with the Registrar of Firms or form an LLP under the Limited Liability Partnership Act, 2008, executing the agreement on stamped paper is mandatory.
-
For Partnership Deeds, it is advisable to pay stamp duty even if the firm is not registered with the Registrar of Firms. This protects the partners’ rights and allows legal enforceability.
-
For LLP Agreements, it is compulsory to pay appropriate stamp duty before filing the agreement with the ROC in Form-3, within 30 days of LLP incorporation. Without stamped documents, ROC may reject your filing.
🔷 How is Stamp Duty Calculated?
The stamp duty on Partnership Deeds and LLP Agreements is typically based on:
✅ Total Capital Contribution declared by the partners
✅ The state where the business or registered office is located
✅ Additional factors like the nature of the agreement, amendments, or modifications
Stamp duty rates can be:
-
Fixed: Flat amounts regardless of capital (e.g., ₹500, ₹1000)
-
Percentage-based: Certain percentage of capital contribution, with minimum or maximum limits
State-wise Stamp Duty Guide
| State / UT | < ₹1 Lakh | ₹1–5 Lakh | ₹5–10 Lakh | > ₹10 Lakh |
|---|---|---|---|---|
| Andhra Pradesh | ₹100 or ₹500 depending on case | ₹500 | ₹500 | ₹500 |
| Arunachal Pradesh | ₹30 | ₹100 | ₹100 | ₹100 |
| Assam | ₹20 (≤ ₹1,000), ₹100 (above) | ₹100 | ₹100 | ₹100 |
| Bihar | 2.5% of capital (max ₹10,000), else ₹10,000 | ₹2,500 | ₹5,000 | ₹5,000 |
| Chhattisgarh | ₹1,000 (≤ 50K), otherwise 2% (max ₹5,000) | ₹2,000–₹5,000 | ₹5,000 | ₹5,000 |
| Delhi | 1% of capital (₹200–₹5,000) | 1% of capital (₹2,000–₹5,000) | 1% (capped at ₹5,000) | 1% (capped at ₹5,000) |
| Goa | ₹500 for ≤ ₹50K, flat ₹150 thereafter | ₹150 | ₹150 | ₹150 |
| Gujarat | ₹1 per ₹100 (max ₹10,000); ranges ₹2,000–₹5,000; ₹6,000–₹10,000 | ₹2,000–₹5,000 | ₹6,000–₹10,000 | ₹10,000 |
| Haryana | ₹1,000 | ₹1,000 | ₹1,000 | ₹1,000 |
| Himachal Pradesh | ₹100 | ₹100 | ₹100 | ₹100 |
| Jammu & Kashmir | ₹1,000 (≤ 50K); otherwise 2% | ₹100 | ₹100 | ₹100 |
| Jharkhand | 2.5% of capital (max ₹10,000) | ₹5,000 | ₹5,000 | ₹5,000 |
| Karnataka | ₹2,000 flat | ₹1,000 | ₹1,000 | ₹5,000 + ₹1,000 per additional ₹5 Lakh |
| Kerala | ₹5,000 flat at all capital levels | ₹5,000 | ₹5,000 | ₹5,000 |
| Madhya Pradesh | ₹2,000–₹10,000 (approx. 2%) | ₹2,000–₹5,000 | ₹5,000 | ₹5,000 |
| Maharashtra | ₹500 (≤ ₹50K); rest at 1% (max ₹15,000) | 1% of capital | 1% of capital | 1% of capital (max ₹15,000) |
| North‑East Region | ₹100 flat | ₹100 | ₹100 | ₹100 |
| Odisha | ₹50 (≤ ₹500); ₹200 otherwise | ₹200 | ₹200 | ₹200 |
| Punjab | ₹4 (≤ ₹500); ₹1,000 otherwise | ₹1,000 | ₹1,000 | ₹1,000 |
| Rajasthan | ₹2,000 per ₹50K (max ₹10,000) | ₹2,000 per ₹50K (max ₹10,000) | ₹10,000 | ₹10,000 |
| Tamil Nadu | ₹50 (≤ ₹500); ₹300 otherwise | ₹300 | ₹300 | ₹300 |
| Telangana | ₹100 (≤ ₹5,000); ₹300 otherwise | ₹100–₹200 | ₹100–₹200 | ₹200+ |
| Tripura | ₹100 flat | ₹100 | ₹100 | ₹100 |
| Uttar Pradesh / Uttarakhand | ₹750 flat across all slabs | ₹750 | ₹750 | ₹750 |
| West Bengal | ₹150 flat | ₹150 | ₹150 | ₹150 |
| Dadra & Nagar Haveli | ₹1,000 (> ₹1 Lakh: ₹2,000–₹5,000; >₹5 Lakh: ₹10,000) | ₹2,000–₹5,000 | ₹6,000–₹10,000 | ₹10,000 |
| Daman & Diu | ₹150 flat | ₹150 | ₹150 | ₹150 |