Company Conversion
Private Limited Company to Limited Liability Partnership
Manage Your Company ConversionA Limited Liability Partnership combines aspects of a company and a partnership, suiting small to medium businesses. Converting a Private Limited Company into an LLP brings self-governance and lighter compliance. This conversion is possible if the company has no security interest in its assets at the time of application, and if the LLP's partners will be the company's shareholders.
Procedure for Conversion
- 1
Convene Board Meeting
Pass a special resolution for the conversion and authorise a director to file the necessary forms with the MCA.
- 2
Apply for Name
Apply for reservation of a name for the proposed LLP, for RoC approval.
- 3
Obtain DSC and DIN
Obtain a Digital Signature Certificate and Director Identification Number for the designated partners of the LLP.
- 4
Filing of Incorporation Form
File e-Form FiLLiP with the ROC, along with registered office address proof, subscription sheets, designated partner consent, and identity/address proofs.
- 5
Application for Conversion
File e-Form 18 with shareholder consent, an auditor-certified statement of accounts, secured creditor consent, and the latest income tax return acknowledgement.
- 6
Certificate of Incorporation
After scrutiny, the Certificate of Incorporation is granted, declaring the conversion of the Private Limited Company into an LLP.
Documents Required
- Consent of each shareholder for the conversion
- Incorporation document in Form 2
- Form 3 — application and declaration of LLP incorporation
- Statement of assets and liabilities of the company
- List of all creditors, with their consent
Frequently Asked Questions
What are the benefits of converting a Private Limited Company into an LLP?
Lighter compliance than a Private Limited Company, along with easier management and more scope for self-governance.
Will the Private Limited Company's name be removed from the ROC Register post-conversion?
Yes — once converted into an LLP, the company's name is removed from the Register.
What happens to the company's assets and liabilities post-conversion?
All assets and liabilities of the Private Limited Company vest in the newly formed LLP, which becomes responsible for them going forward.
Manage Your Company Conversion
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