1. Check Eligibility and Obtain Approvals
- Ensure the company is an unlisted private limited company
- Confirm that there are no existing secured loans or charges on company assets
- All shareholders must become partners in the LLP
- Pass a board resolution and shareholder resolution approving the conversion
2. Apply for Name Reservation (RUN-LLP)
- File the Reserve Unique Name – LLP (RUN-LLP) form on the MCA portal
- Choose a name that complies with LLP naming guidelines and is not already registered
- Wait for name approval before proceeding with the incorporation
3. File Incorporation and Conversion Forms (FiLLiP + Form 18)
- File FiLLiP (Form for Incorporation of LLP) along with Form 18 for conversion
- Attach the following documents:
- Statement of shareholders and consent of all
- Board and shareholder resolutions
- Incorporation documents like PAN, address proof, and ID of partners
- Latest financial statements of the company
- Declaration of no pending legal or financial obligations
- Statement of shareholders and consent of all
4. Issuance of Certificate of Registration
- On approval, the ROC issues a Certificate of Registration of LLP
- The company is deemed dissolved, and all assets and liabilities are transferred to the LLP
- The LLP is now legally recognized as the successor of the private limited company
5. Post-Conversion Filings and Updates
- File Form 14 within 15 days of conversion to notify the ROC of the previous company
- Update PAN, TAN, GST, bank accounts, licenses, and other registrations in the LLP’s name
- Inform clients, vendors, and tax authorities about the conversion
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