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Partnership firm into an LLP

Partnership into an LLP


Why convert partnership into LLP?

By converting a partnership firm into LLP, partners will be able to enjoy the benefits which LLP offers such as limited liability, separate identity for the entity, unlimited partners etc.

Procedure for Conversion

  • All the partners are required to get DPIN(Designated Partner Identification Number). DIN can be used if a partners possesses DIN.
  • Digital Signature Certificate should be obtained and should be registered with the LLP Application.
  • Name approval should be obtained from Ministry of Corporate Affairs Application.
  • Application for conversion has to be made in E-form 17 along with necessary documents.
  • Once certificate of registration of LLP is issued, concerned LLP shall within 15 days from the date of registration inform the concerned Registrar of Firms with whom the erstwhile firm was registered about such conversion


Whether it is necessary for all partners of firm to become partners of LLP?

All the partners shall become partners of the LLP at the time of formation, thereafter new partners can be admitted or old partners may retire as er the LLP agreement.

What is the validity period of the name approved for LLP?

The approved name of LLP shall be valid for a period of 3 months from the date of approval.

Can a LLP undertake Not-for-Profit activities?

No. One of the requisite of an LLP is to carry on business for profit.

When is an LLP required to get its books audited?

If the LLP has a turnover of Rs.40 lakhs or more and/or has a capital contribution of Rs.25 lakhs or more, the financial statements should be audited.

What are the compliance requirements for LLPs?

Every LLP is required to maintain annual accounts reflecting true and fair view of its state of affairs. A statement off accounts and solvency shall be filed by every LLP with the registrar of LLP every year.

Will the assets and liabilities of the firm be transferred automatically to LLP?

All tangible as well intangible property vested in the firm, all assets, interests, rights, privileges, liabilities, obligations relating to the firm and the whole of the undertaking of the firm shall be transferred to and shall vest in the LLP without further assurance, act or deed.

Can the losses or unabsorbed depreciation of the partnership concern be carried to the LLP?

The accumulated loss and unabsorbed depreciation of firm is deemed to be loss/depreciation of the successor LLP for the previous year in which conversion was effected. Thus such loss can be carried for further eight years in the hands of the successor LLP.

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