
Conversion of LLP (Limited Liability Partnership) to Private Limited Company
The conversion of an LLP into a private limited company is a common transition for businesses looking to scale, raise funds, and gain the advantages of a company structure.
- Limited Liability
- Easier Fundraising
- Growth Opportunities
- Professional Management
- Tax Benefits
- Perpetual Succession
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Table of Content
- Conversion of LLP (Limited Liability Partnership) to Private Limited Company
- Reasons for Converting LLP to Private Limited Company
- Eligibility Criteria for Conversion
- Documents Required for Conversion
- Advantages of Conversion

Conversion of LLP (Limited Liability Partnership) to Private Limited Company
Converting a proprietorship into a private limited company can offer several benefits, such as limited liability, easier fundraising, and growth opportunities. However, the process requires meeting certain eligibility criteria and involves legal, regulatory, and financial steps.
Reasons for Converting LLP to Private Limited Company
- Limited Liability Protection: Personal assets are protected.
- Easier Fundraising: Can raise capital by issuing shares.
- Better Credibility: More professional image for investors and clients.
- Growth Opportunities: Easier to scale and enter partnerships or acquisitions.
- Tax Benefits: Potential for better tax planning and exemptions.
- Transferability of Ownership: Easier to transfer ownership via shares.
- Perpetual Succession: Business continues even if a partner leaves.
- Better Governance: Formal management structure.
- Employee Benefits: Can offer Employee Stock Options (ESOPs).
- Exit Strategy: Clearer exit options for investors and partners.
Eligibility Criteria for Conversion
- Minimum Number of Partners : The LLP must have at least 2 partners.
- No Pending Litigation : The LLP should not have any pending litigation or liabilities.
- No Insolvency Proceedings: The LLP should not be undergoing insolvency or winding-up proceedings.
- Approval: Consent of all the partners of the LLP is required to convert into a private limited company.
- Compliance with Minimum Requirements for Private Limited Company: : At least 2 directors. At least 2 shareholders (shareholders and directors can be the same).
Related Business Registrations
In addition to registration or incorporation, a business may require other registrations depending on the business activity undertaken. Talk to an Advisor to find out registrations your business may require post registration.