1. Eligibility for Conversion

• Only unlisted private companies can be converted into LLPs
  
• The company must not have any existing security interest (charge) in its assets at the time of application
  
• All shareholders of the company must become partners of the LLP
  
• There must be at least two designated partners, with one resident in India
  

2. Pre-Conversion Requirements

• Obtain Digital Signature Certificates (DSCs) for all proposed partners
  
• Apply for Director Identification Numbers (DINs) if not already held
  
• Hold board and shareholder meetings to approve the conversion
  
• Ensure that the company is in good compliance with ROC filings and tax obligations
  

3. Filing and Legal Procedure

• Apply for name availability using RUN-LLP (Reserve Unique Name)
  
• File Form FiLLiP for incorporation of the LLP along with Form 18 (for conversion)
  
• Attach required documents including:
  
  • Statement of shareholders
    
  • Board resolution and consent of all shareholders
    
  • Incorporation documents of LLP
    
  • Financial statements of the company
    

4. Post-Conversion Compliance

• The ROC issues a Certificate of Registration for the LLP
  
• Intimate all authorities such as income tax department, banks, and clients about the conversion
  
• Update PAN, TAN, GST, and other registrations
  
• The LLP must file Form 14 with the ROC within 15 days of conversion
  

5. Effects of Conversion

• The company’s assets, liabilities, rights, and obligations are transferred to the LLP
  
• The private limited company is dissolved without winding up
  
• The LLP continues the business as a successor entity