Closure & Compliance
    Service

    Conversion - LLP to Pvt Ltd.

    An LLP can register as a private limited company under Part I of Chapter XXI of the Companies Act, usually to raise equity, issue ESOPs or meet investor expectations. The process runs through Form URC-1 and the SPICe+ incorporation form, after partners' consent and a public newspaper notice. On registration, the LLP's property, rights and liabilities pass to the company.

    See how it works

    Free 30-minute call with a partner

    About Conversion - LLP to Pvt Ltd. No obligation — we reply within one business day.

    Typical timeline

    Typically six to eight weeks, driven by the newspaper notice period, creditor NOCs, name approval and ROC processing.

    Who leads it

    A partner — a chartered accountant or company secretary — from the first call to sign-off.

    Fees

    Based on your situation, and fixed in writing before any work starts.

    Who it's for

    Is this for you?

    • LLPs preparing for venture capital or private equity investment
    • LLPs that want to issue ESOPs or widen their ownership
    • LLPs whose customers, lenders or regulators prefer a company structure
    What you get

    What you receive at the end.

    • 01Conversion feasibility note with tax and stamp duty points to resolve
    • 02Partners' resolution, consents and creditor NOCs
    • 03URC-2 newspaper notice
    • 04Filed URC-1 and SPICe+ with memorandum and articles
    • 05Certificate of incorporation of the company
    • 06Post-conversion transition checklist
    How it works

    Conversion - LLP to Pvt Ltd, step by step.

    Typical timeline

    Typically six to eight weeks, driven by the newspaper notice period, creditor NOCs, name approval and ROC processing.

    1. 1

      Feasibility and tax review

      We review the LLP's filings, partners' contributions, secured creditors and the income tax and stamp duty position before you commit.

    2. 2

      Partner approval and NOCs

      We prepare the partners' resolution and consents, and obtain no-objection letters from secured creditors.

    3. 3

      Public notice

      We publish the notice in Form URC-2 in English and vernacular newspapers at least 15 days before filing, inviting objections.

    4. 4

      Name and incorporation filing

      We reserve the name and file URC-1 with SPICe+, attaching the LLP agreement, the statement of assets and liabilities, the list of partners and the proposed memorandum and articles.

    5. 5

      Post-registration transition

      Once the certificate of incorporation is issued, we help move bank accounts, PAN, GST and licences to the company and issue share certificates.

    Before we start

    What we need from you.

    Don't have everything yet? We send a short checklist after the first call and work with what you have.

    • LLP agreement and certificate of incorporation
    • Latest LLP filings (Form 8 and Form 11) and income tax returns
    • Statement of assets and liabilities certified by a chartered accountant
    • Partners' consents and list of partners with contributions
    • No-objection letters from secured creditors
    • Identity, address proof and digital signatures of proposed directors and subscribers
    • Proof of registered office address
    How fees work

    The fee depends on your situation. After a short call, the partner who will do the work tells you what's involved and gives you a fixed fee in writing — before any work begins.

    • Government fees and statutory charges are billed at actuals.
    • When you pay — upfront, in stages or on completion — is agreed in writing with the fee.
    FAQs

    Questions about Conversion - LLP to Pvt Ltd.

    Not automatically. Unlike some other conversions, an LLP becoming a company has no specific income tax exemption, so we review the capital gains and stamp duty position with you before filing.

    Speak with a partner

    Ready to discuss Conversion - LLP to Pvt Ltd?

    30-minute confidential call — no proposal, no commitment. A partner will write back within one business day.

    Contact details