Registration
How to Convert a Private Company into an LLP
A private or public company can convert into an LLP, with its business, assets, and liabilities continuing under the new structure. Here’s the general path.
1. Get shareholder approval
The company’s shareholders approve the conversion, typically through a resolution, since it changes the entity’s legal form entirely.
2. Clear pending statutory dues
The company needs to be up to date on its income tax filings and other statutory dues before conversion — outstanding compliance can hold up approval.
3. Arrange DSCs and reserve a name
Proposed designated partners (typically the company’s existing directors) need Digital Signature Certificates, and a name for the new LLP is reserved or applied for within the incorporation form.
4. File Form 18 with FiLLiP
Form 18 is filed together with FiLLiP, the LLP incorporation form, through the Central Registration Centre (CRC).
5. Receive the Certificate of Incorporation
Once approved, the LLP is registered, and the company is struck off the register of companies — its shareholders become partners in the new LLP under the terms of the conversion.
6. Update records post-conversion
PAN, TAN, bank accounts, GST registration, and any licenses or contracts held by the company should be updated to reflect the new LLP.