Stamp Duty on Partnership Deed and LLP Agreement: State-wise Guide (2026)
Your partnership deed or LLP agreement is the rulebook for your business: profit sharing, capital, exits and disputes. It's also a stamped instrument. Pay too little stamp duty on a partnership deed or LLP agreement, and the document that should protect you becomes hard to rely on when partners disagree.
This guide explains how the duty is calculated, gives commonly cited state rates, and covers the LLP-specific filing deadline that many founders miss.
Quick Details
| Particular | Partnership deed | LLP agreement |
| Stamp law | State Stamp Act (partnership article) | State Stamp Act (usually the partnership article) |
| Duty based on | Partners' capital contribution (in most states) | Partners' capital contribution (in most states) |
| Which state | Where the deed is executed | State of the LLP's registered office |
| Filing | Registrar of Firms (optional but advisable) | Form 3 with MCA within 30 days of incorporation |
State-wise Stamp Duty (Commonly Cited)
| State | Partnership deed / LLP agreement duty |
| Delhi | 1% of capital, ₹200 minimum, ₹5,000 maximum |
| Uttar Pradesh | ₹750 flat |
| Haryana | ₹1,000 flat |
| Maharashtra | ₹500 up to ₹50,000 capital; 1% above that, max ₹15,000 |
| Gujarat | 1% of capital, max ₹10,000 |
| Rajasthan | Capital-based, max ₹10,000 |
| Tamil Nadu | ₹300 in most cases |
| Telangana | ₹300 in most cases |
| West Bengal | ₹150 |
| Karnataka | Fixed amount based on capital slab |
These are commonly cited rates. Published sources differ on several states, and some states have revised rates recently. Always confirm the current duty with your state stamp department or SHCIL calculator before buying.
Example (Delhi LLP): Two partners contribute ₹2,00,000 each. Capital = ₹4,00,000. At 1%, duty = ₹4,000 (within the ₹200 to ₹5,000 range). Buy Delhi e-stamp paper for ₹4,000 in the LLP's name.
How to Stamp a Partnership Deed or LLP Agreement
Fix Capital
Agree on each partner's capital contribution first. In most states, stamp duty on a partnership deed or LLP agreement is calculated on total capital, so the amount must match the deed exactly.
Pick State
Use the state where the deed is executed. For an LLP, use the state of the registered office. Buying stamp in the wrong state means the LLP agreement isn't properly stamped.
Buy E-Stamp
Buy e-stamp paper under the partnership article for the calculated duty. Name the firm or LLP and the partners correctly. See our e-stamp paper guide for steps.
Sign Deed
Print the deed on or attached to the e-stamp certificate. All partners sign every page, ideally with two witnesses. Notarisation is commonly done, though it isn't a substitute for correct stamping.
File It
Register a partnership firm with the state Registrar of Firms. For an LLP, file the stamped agreement in Form 3 on the MCA portal within 30 days of incorporation to avoid daily penalties.
The LLP 30-Day Rule
Under the LLP Act, the LLP agreement and any changes to it must be filed in Form 3 within 30 days of incorporation (or of the change). Late filing attracts an additional fee of ₹100 per day with no upper cap. Many new LLPs delay this because they haven't bought the stamp paper, and the late fee quickly exceeds the duty itself.
Stamp Duty When Things Change
| Event | Stamp duty? |
| New partner admitted | Supplementary deed, usually stamped |
| Capital increased | Duty on the revised deed, often on the increased capital |
| Partner retires | Retirement or supplementary deed, stamped |
| Dissolution | Dissolution deed, stamped under the dissolution article |
| Conversion of firm to LLP | Some states levy duty on the transfer of assets |
Common Mistakes
- Generic ₹100 stamp paper: Many states charge on capital, so ₹100 is often short.
- Capital mismatch: If the deed says ₹10 lakh capital but duty is paid on ₹1 lakh, the deed is under-stamped.
- Wrong state for the LLP: An LLP registered in Haryana needs Haryana stamp, even if partners sign in Delhi.
- Missing the Form 3 deadline: At ₹100 a day, a 6-month delay costs about ₹18,000.
Frequently Asked Questions (FAQs)
What is the stamp duty on a partnership deed?
It depends on the state and, in many states, the capital. Commonly cited amounts include ₹750 in UP, ₹1,000 in Haryana and 1% of capital (₹200 to ₹5,000) in Delhi.
What is the stamp duty on an LLP agreement?
Most states treat an LLP agreement like a partnership deed and charge based on capital contribution. Confirm the current rate for your registered office state.
Which state's stamp paper should an LLP use?
The state where the LLP's registered office is located.
Is it mandatory to register a partnership deed?
Registration with the Registrar of Firms isn't compulsory, but an unregistered firm cannot sue third parties to enforce contracts, so registration is strongly advised.
What is the penalty for late filing of an LLP agreement?
An additional fee of ₹100 per day of delay in filing Form 3 on the MCA portal.
Do I need new stamp paper when a partner joins?
Yes. A supplementary deed recording the change is executed and stamped, and for LLPs, filed again in Form 3.
Conclusion
Stamp duty on a partnership deed or LLP agreement is small, but it decides whether your foundational document holds up. Fix the capital, stamp in the right state, sign properly, and for LLPs, file Form 3 within 30 days.
Planning to start a firm or LLP? Explore the StartupFlora Government Schemes Dashboard or talk to the StartupFlora team for help with registration and documentation.