Partnership to LLP

With the introduction of LLP Act 2008, many partnership firms have converted into LLP. LLP offers many advantages such as various tax benefits, unlimited partners, limited liability , ease of ownership transferability, no audit requirements etc. For converting into LLP, it is required to make LLP agreement which is similar to Memorandum of Association and specifies rights, duties and obligations of partners. For the conversion of partnership firm into LLP, it is required to filled Form 2, Form 3, Form 4, and Form 17. After verification of all documents, registrar will issue Certificate of Incorporation.

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Documents Required for Convert a Partnership to an LLP

Some documents are required to submit along with Forms, defines as below:

  • Statement of Partners
  • Subscription sheet sign by partners
  • Statement of assets and liabilities of company duly certified by Chartered Accountant
  • Duly stamped LLP Agreement
  • Address proof of Registered Office
  • No Objection/ Clearance Certificate from tax authorities
  • List of all unsecured creditors and their consent for conversion

Advantages of Private Limited Company

  • Limited liability of members

     In LLPs, there is limited liability of partners in respect of company’s debts. Personal assets of directors will be safe if the company goes bankrupt only the amount invested in starting the business will be lost. While In a General Partnership, partners are personally liable for all this debt. The partners would have to sell their personal possessions to do so.

  • Investment-ready

    Raising funds through equity is very easy in Private limited companies as directors and shareholders and their liability is clearly differentiable. Venture capitalists and private equity funds owners preferred more to invest in this structure. This is because, It is mandatory to become partners in LLP as compared to OPC where there is only one shareholder.

  • Reduced regulatory compliance and formalities

    There is less government intervention and require to comply less formalities and regulatory compliance as compared to Private limited company. An LLP does not require audit if it has turnover less than Rs 40 lakhs or capital contribution less than Rs 25 lakhs.


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