LLP to Private Limited
LLP to Private Limited Company
Many LLPs eventually outgrow the partnership structure. As the business scales, raising equity, onboarding investors, or expanding into new markets becomes easier under a Private Limited Company. Converting an LLP into a Private Limited setup gives you stronger credibility, a clear shareholding structure and better access to funding. The process involves approvals from partners, drafting incorporation documents and completing MCA filings with careful attention to tax and compliance continuity.
What We Assist With
• Eligibility check and guidance on the conversion route
• Preparing partner approvals and drafting necessary resolutions
• Drafting MOA, AOA and supporting incorporation documents
• Filing forms with MCA for conversion and verification
• Transitioning PAN, GST, licenses and bank accounts
• Transfer of assets, liabilities, contracts and registrations
• Setting up statutory registers and post-conversion compliance
• Advisory on share allocation, directorships and ROC requirements
Why LLPs Choose to Convert
• Easier fundraising and investor onboarding
• Stronger corporate identity and credibility
• Clearer ownership through shareholding
• Suitable for fast-scaling businesses
• Wider management flexibility with directors and shareholders
Frequently Asked Questions
Yes, as long as the LLP has at least two partners willing to become shareholders and directors in the new company, and all partners agree to the conversion.
It’s a structured conversion, not a brand-new setup. The LLP’s business continues under the new Private Limited Company with updated documents and registrations.
All partners must give consent. A formal resolution approving the conversion and agreeing to transfer assets and liabilities is mandatory.
INC-32 (SPICe+), INC-33, INC-34 and other linked forms, along with NOC from partners, asset-liability statements, and incorporation documents.
Yes. After conversion, the LLP ceases to operate independently. Its rights and obligations shift to the new company through legal documentation.