Conversion Services · Partnership to LLP

Partnership Firm to LLP Conversion add limited liability protection to your partnership.

Converting a registered partnership firm into a Limited Liability Partnership gives partners protection from unlimited personal liability while preserving the flexible, partner-managed structure they are used to.

A traditional partnership firm exposes each partner to unlimited personal liability for the debts and obligations of the firm — including liabilities arising from the acts of other partners. Converting to an LLP retains the operational flexibility of a partnership while limiting each partner's liability to their agreed contribution, and giving the business a distinct legal identity separate from its partners.

The Second Schedule to the Limited Liability Partnership Act 2008 governs conversion of a registered partnership firm into an LLP. All partners of the firm must become partners of the LLP, and the conversion requires filing Form 17 along with the incorporation documents, following which a Certificate of Registration is issued and the firm's registration under the Indian Partnership Act is deemed dissolved.

At Beyonte Compliances, we manage the entire conversion — drafting the LLP agreement, obtaining partner consents, filing the conversion application, and transferring the firm's assets, liabilities, and registrations into the new LLP.

What Our Conversion Service Covers

Eligibility Assessment

Confirming the partnership firm is registered under the Indian Partnership Act and eligible to convert under the Second Schedule.

Partner Consent

Obtaining consent from all partners of the firm to become partners of the converted LLP.

Designated Partner Appointment

Identifying and appointing the designated partners required under the LLP Act, along with obtaining their DPIN and DSC.

LLP Agreement Drafting

Drafting the LLP agreement reflecting the capital contribution and profit-sharing ratio carried over from the partnership.

Form FiLLiP & Form 17 Filing

Filing the incorporation form along with Form 17 to convert the firm and obtain the Certificate of Registration.

Asset & Liability Vesting

Ensuring the firm's assets, liabilities, and contracts vest in the LLP by operation of law on conversion.

PAN, GST & Bank Migration

Obtaining a fresh PAN for the LLP and migrating GST registration and bank accounts from the firm.

Firm Deregistration

Completing intimation to the Registrar of Firms to reflect dissolution of the partnership on conversion.

Our Process

Eligibility Check

Confirming the firm's registration status and eligibility for conversion under the Second Schedule.

Partner Consent & DPIN

Obtaining consent from all partners and DPIN/DSC for the designated partners.

LLP Agreement

Drafting the LLP agreement reflecting the agreed capital contribution and profit-sharing.

ROC Filing

Filing FiLLiP with Form 17 to convert the firm and obtain the Certificate of Registration.

Post-Conversion Compliance

Migrating PAN, GST, and bank accounts, and updating the Registrar of Firms.

Why It Matters

✓Limits each partner's liability to their agreed capital contribution

✓Gives the business a separate legal identity from its partners

✓Preserves the flexible, partner-managed structure of a partnership

✓Assets and liabilities vest automatically by operation of law

✓Improves credibility with banks and institutional clients

✓Lower compliance burden compared to a private limited company

✓Structured filing avoids delays from incomplete partner consents

✓Continuity of business operations without interruption during conversion

Frequently Asked Questions

No, only a partnership firm registered under the Indian Partnership Act 1932 can convert into an LLP under the Second Schedule of the LLP Act — an unregistered firm would need to first register, or incorporate the LLP separately.

Yes, the Second Schedule requires that all partners of the firm, and no one else, become partners of the LLP at the time of conversion.

All assets, liabilities, and contracts of the firm vest in the LLP automatically by operation of law upon conversion, though counterparties may still need to be notified of the change in entity.

An LLP must have at least two partners, so the partnership firm converting must have at least two partners at the time of conversion, along with at least two designated partners appointed for the LLP.

Give your partnership firm limited liability protection.

Talk to our team about converting your firm into an LLP smoothly.