Zerodha LLP account
Zerodha LLP account is a trading and demat account opened in the name of a Limited Liability Partnership (LLP) by Zerodha for managing the LLP’s investable surplus in Indian financial markets. LLPs in India are governed by the Limited Liability Partnership Act, 2008 and are registered with the Ministry of Corporate Affairs (MCA). An LLP is a distinct legal entity separate from its partners, combining the organisational flexibility of a partnership with the limited liability protection of a company. This makes the LLP account distinct from a partnership firm account, where the firm is not a separate legal entity and partners bear unlimited personal liability.
LLP as a legal entity
A Limited Liability Partnership:
- Is incorporated under the LLP Act, 2008 and receives a Certificate of Incorporation from the MCA.
- Has a unique Limited Liability Partnership Identification Number (LLPIN).
- Is a separate legal entity capable of owning property, entering into contracts, and suing or being sued in its own name.
- Has partners with limited liability (each partner’s liability is limited to the contribution agreed in the LLP agreement), subject to the conduct obligation for wrongful acts under the LLP Act.
- Must have at least two designated partners, at least one of whom must be an Indian resident.
At least one designated partner must hold a Designated Partner Identification Number (DPIN) issued by the MCA.
Eligibility
Any LLP incorporated under the LLP Act, 2008 and in active status with the MCA may open a Zerodha LLP account, subject to:
- The LLP holding a valid PAN in the LLP’s name.
- The LLP agreement permitting investment in securities and financial instruments.
- At least one resident designated partner for KYC and authorisation purposes.
- The LLP not being under winding up or striking-off.
Foreign LLPs registered in India under section 59 of the LLP Act are also eligible subject to FEMA compliance for any foreign partner’s contributions.
Documentation required
| Document | Notes |
|---|---|
| LLP agreement | Executed on stamp paper; must authorise investment in securities |
| Certificate of Incorporation of LLP | Issued by MCA; confirms LLPIN and legal status |
| PAN card of the LLP | Issued in the LLP’s name |
| LLP bank account proof | Cancelled cheque or bank statement from LLP’s current account |
| KYC of all designated partners | PAN, Aadhaar, and address proof for each designated partner |
| KYC of other partners (if applicable for beneficial ownership) | Required if any partner holds 25%+ of contribution |
| DPIN details of designated partners | From MCA portal |
| Specimen signature of authorised designated partner | For account operations |
| Income proof | For F&O or derivative segment activation |
The LLP agreement is the counterpart of the partnership deed for firms and the articles of association for companies. If the agreement does not permit securities investment, a supplementary LLP agreement (executed by all partners and filed with the MCA on Form-3) must be prepared before account opening.
KYC process
As with other non-individual accounts, Zerodha requires physical submission of documents for the LLP account. Online eKYC is not available. The designated partners undergo individual KYC verification. The KYC process includes AML beneficial ownership verification: the MCA portal is cross-checked for partner details and contribution shares. Any partner contributing 25 per cent or more is treated as a beneficial owner under PMLA rules and their KYC is mandatory.
Segments available
| Segment | Available | Notes |
|---|---|---|
| Equity delivery | Yes | |
| Equity intraday | Yes | |
| Equity F&O | Yes | Income proof required |
| Currency derivatives | Yes | |
| Commodity derivatives | Yes | |
| Mutual funds (via Coin) | Yes | |
| IPO via ASBA | Yes | UPI ASBA not available |
Account opening fees and charges
| Fee head | Amount (INR) |
|---|---|
| Account opening fee | 200 |
| Demat AMC | 300 per year |
| Brokerage | Same as resident individual account |
Tax treatment
LLP-level tax
An LLP is taxed as a firm under the Income Tax Act, 1961 (section 2(23) defines “firm” to include an LLP). The tax treatment mirrors that of a partnership firm:
- Tax rate: 30 per cent of total income plus applicable surcharge and cess.
- No basic exemption limit.
- MAT does not apply to LLPs (applicable only to companies under section 115JB).
Partners’ share of profits
The partners’ share of profit from the LLP (after the LLP has paid tax) is exempt from income tax in the partners’ individual hands under section 10(2A) of the Income Tax Act, 1961.
Capital gains
Capital gains on securities sold from the LLP’s demat account are taxed in the LLP’s hands:
- STCG on listed equity: 20 per cent.
- LTCG on listed equity (exceeding INR 1.25 lakh): 12.5 per cent under section 112A.
Interest and remuneration to partners
Section 40(b) limits on partner remuneration and interest apply to LLPs in the same manner as partnership firms. Partners are taxed on remuneration received in their individual hands.
Operational workflow
Designated partner authority
For a Zerodha LLP account, the designated partner(s) named in the board-equivalent resolution (the “partners’ resolution” or “designated partners’ resolution”) are the authorised signatories. Because an LLP is a separate legal entity, the designated partner acts as an agent of the LLP, not in a personal capacity.
Zerodha requires the resolution to:
- Identify the LLP by name and LLPIN.
- Name the designated partner(s) authorised to operate the trading and demat account.
- Specify any joint-authority requirements.
- Be dated and signed by all designated partners.
Fund routing
Fund flows use the LLP’s current bank account. NEFT/RTGS from the LLP’s current account is the standard mechanism for fund addition. As with partnership firms, UPI is not available for LLP current accounts in the standard consumer sense.
Platform access
The authorised designated partner receives Zerodha client credentials (User ID and password for Kite and Console) for the LLP’s account. The LLP’s capital gains statements, P&L reports, and contract notes are available through Zerodha Console under the LLP’s client ID and PAN.
Annual compliance obligations
LLPs registered under the LLP Act must file:
- Form 11 (Annual Return), Due within 60 days of the end of the financial year.
- Form 8 (Statement of Account and Solvency), Due within 30 days of the end of six months of the financial year (i.e., by 30 October).
- Income tax return, Due by 31 October (since LLPs are required to get their accounts audited under section 44AB of the Income Tax Act if turnover exceeds INR 1 crore or if the partners’ remuneration and interest are claimed as deductions).
Investment income from the Zerodha LLP account must be reflected in the LLP’s profit and loss account filed with the MCA and declared in the income tax return.
LLP vs partnership firm account: key distinctions
| Feature | LLP account | Partnership firm account |
|---|---|---|
| Governing statute | LLP Act, 2008 | Indian Partnership Act, 1932 |
| Separate legal entity | Yes | No |
| Partner liability | Limited | Unlimited |
| Registration | Mandatory (MCA) | Optional (Registrar of Firms) |
| LLPIN / CIN equivalent | LLPIN (LLP identification number) | Registration number (if registered) |
| MCA filing requirements | Annual returns, financial statements | None mandatory (if unregistered) |
| Beneficial owner threshold | 25% contribution | All partners (as owners) |
Winding up and account closure
An LLP may be wound up voluntarily (under section 63 of the LLP Act) or compulsorily (by the National Company Law Tribunal). Upon winding up, the demat account is frozen pending liquidation. The liquidator may instruct Zerodha to transfer or sell securities in accordance with the winding-up proceedings. Final account closure follows complete transfer or sale of all securities and withdrawal of funds.
References
- Limited Liability Partnership Act, 2008, sections 2, 3, 7, 59, 63.
- Income Tax Act, 1961, sections 2(23), 10(2A), 40(b).
- Finance Act, 2024.
- SEBI (Stock Brokers and Sub-brokers) Regulations, 1992.
- SEBI (Depositories and Participants) Regulations, 2018.
- Prevention of Money Laundering Act, 2002, and PMLA Rules, 2005.
- SEBI Master Circular on KYC, SEBI/HO/MIRSD/MIRSD-PoD-1/P/CIR/2023/37, dated 8 March 2023.