Conversion of Company into LLP

The conversion of a Private Limited Company to a Limited Liability Partnership (LLP) involves specific procedures and compliance with legal requirements in India. Here is a quick overview of the procedure:

  1. Obtain DSC and DIN: The directors of the Private Limited Company must have Digital Signature Certificates (DSC) and Director Identification Numbers (DIN). If any directors do not have a DIN, they should apply for it.
  2. Obtain Name Approval: Apply for name availability for the proposed LLP. The name should comply with LLP naming guidelines, and it should not conflict with any existing trademarks or LLP names. Once approved, the name is reserved for 3 months.
  3. File Form LLP-1: Prepare and file Form LLP-1 with the Ministry of Corporate Affairs (MCA) to incorporate the LLP. The form should include details such as the proposed LLP name, registered office address, partners' details, and other required information.
  4. Draft LLP Agreement: Prepare the LLP Agreement, which outlines the rights, duties, and obligations of partners and the LLP. It should be in accordance with the LLP Act and rules.
  5. File Form LLP-3: Once the LLP Agreement is drafted, file Form LLP-3 with the MCA within 30 days of incorporation. This form contains details of the LLP Agreement and the consent of all partners.
  6. Obtain Certificate of Registration: Upon filing Form LLP-3 and fulfilling other requirements, the Registrar of Companies will issue a Certificate of Registration, confirming the conversion of the Private Limited Company into an LLP.
  7. Update Registrations and Compliance: After the conversion, update various registrations, licenses, permits, and bank accounts with the new LLP details. Additionally, ensure compliance with LLP-related legal requirements, such as maintaining books of accounts, filing annual returns, and fulfilling tax obligations.

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