Convert Private Limited Company to LLP

There is a precise procedure involved in converting a Private Limited business to a Limited Liability Partnership (LLP), and it is controlled by the rules and legislation of the nation where the business is registered. The general procedures for transforming a Private Limited Company into an LLP are as follows:

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INTRODUCTION

Conversion of a private company to LLP

The advantages of a corporation and a partnership are combined in an LLP structure. As a result, the business has additional operational freedom after converting to an LLP. Restricted liability and being a distinct legal entity are the same features. Furthermore, unlike in a private company where the director(s) are in charge, the operations and management are directly under the control of the LLP partner(s).

The LLP Agreement, which the Partners have executed, governs LLP. It is simpler to use and has less compliance obligations. It keeps a partnership’s advantages intact while giving a business stability and legitimacy. Private limited companies must convert to limited liability partnerships (LLPs) after receiving Ministry permission through an online application and supporting documentation.

ADVANTAGES

Advantages of converting Pvt. Ltd Company to LLP

Rewards and returns to partners

The LLP's partners get paid, earn a portion of the profits, and also get interest on their money. While the profit share is a portion of the profit made from business operations, the compensation is granted to partners for their active engagement.

Independent liability

Because of the improper acts of other partners, no partner is accountable. As a result, each partner is protected from the shared liability that results from the bad business choices or misbehavior of another partner.

Less Statutory Compliance

Compared to a Private Limited Company, there are less compliance requirements to meet. Statutory records and registrations are not needed to be kept up to date by an LLP. In the event of an LLP, the necessity for a statutory audit is likewise waived.

Lower Compliance Operational Flexibility

The daily administration and activities of LLP are directly overseen by the partners. In contrast to a business, an LLP is regulated by an LLP Agreement that is signed by both partners.

A LIST OF DOCUMENTS

Documents required for conversion into LLP

NOC

Consent of all the company's directors and shareholders to convert in the stated format

Clearance from tax authorities

It is necessary to get a NoC from the tax authorities.

Creditors approval

a list of every secured creditor and their approval

Financial Statements

Certified copy of latest audited financial statements

Digital signature

DSC of all existing directors

Pvt.Ltd. company documents

PAN card, incorporation certificate, GST registration, or any other paperwork or registration that may be necessary.

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Process of conversion into LLP

Day 1

Day 3– 5

Day 8 – 12

Day 13– 18

Day 19– 21

Explore conversion of private company to LLP
Frequently Asked Questions

  • These are the requirements for conversion:


    – Upon conversion, each and every member of the Company will become a partner in the LLP. On the date of conversion, 
    – all of the company’s assets should be free of any encumbrance and no security interest should be in place.
    – A current income tax return has been submitted in accordance with the 1961 Income Tax Act.
    – All necessary clearance, approval, or authorization to convert the company into a Limited Liability Partnership, whether from an authority figure or otherwise, has been secured.


  • All tangible (movable or immovable) and intangible property vested in the company, as well as all assets, interests, rights, privileges, liabilities, and obligations relating to the company/firm and the entirety of the company’s undertaking, shall be transferred to and vest in the Limited Liability Partnership upon the conversion of the Company/partnership into an LLP, without further assurance, act, or deed.
  • According to the Act, any approval, permit, or license granted to the Private Company under any other Act will, upon conversion, be transferred in the name of the converted company, LLP, subject to the terms of the other Act under which it was granted. excepting certain registrations, such as GST, for which a fresh application must be submitted.

  • Every year, LLPs are obliged to submit an annual filing to the Registrar. Nonetheless, an audit of the financial statements is not required if the LLP has a capital contribution of less than ₹25 lakhs and/or a revenue of less than ₹40 lakhs.
  • The internal governance structure of an LLP and a business is fundamentally different. When compared to a Company, an LLP offers less compliance requirements and greater freedom.
  • Yes, as long as at least one designated partner resides in India, foreign nationals, including foreign companies and LLPs, are permitted to incorporate in India under the LLP Act 2008. LLP/Partners would, nevertheless, be required to abide by all applicable Foreign Exchange Laws, Rules, Regulations, and Guidelines.
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