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Hisho & Kanri
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We provide accounting, compliance,
and advisory services.

Partnership to LLP

Upgrade your partnership to an LLP, without missing a beat.

Converting a partnership firm into a Limited Liability Partnership (LLP) lets you keep the same partners, the same business, and the same continuity — while gaining a separate legal identity, limited liability protection, and perpetual succession the original partnership never had. It's one of the most common upgrades growing partnerships make once personal liability, fundraising, or credibility starts to matter.

The conversion itself runs through the Registrar of Companies under a defined statutory route — partner consent, a fresh LLP registration, and formal vesting of the firm's assets and liabilities into the new LLP. Missed steps here can mean a rejected application, unclear ownership of transferred assets, or an LLP that never legally absorbed the old firm, which is why most partnerships bring in a conversion specialist rather than filing it alone.

Talk to a Conversion Expert Compare Partnership vs LLP
0Firms Converted
0Countries Covered
0Avg. Turnaround
0Filing Accuracy
Partnership Firm Registered
LLP Limited Liability
Converted
Registrar of Companies
Certificate of Registration
Issued on conversion from Partnership Firm to LLP
Converted FromPartnership Firm
New EntityLLP
StatusActive
Filed ByHisho & Kanri
Consent
Name Check
FiLLiP Filing
LLP Certificate
Partnership vs LLP

What actually changes when you convert?

The business stays the same — but the legal wrapper around it changes in ways that affect liability, compliance, and growth. Here's the full picture.

Limited Liability

Partners' personal assets are protected from business debts — a protection a traditional partnership never offers.

Biggest Change

Separate Legal Entity

The LLP can own property, enter contracts, and sue or be sued in its own name, independent of its partners.

Perpetual Succession

The LLP continues regardless of a partner leaving, retiring, or passing away — unlike a partnership, which can dissolve on such events.

Formal Compliance Calendar

Annual filings (Form 8 and Form 11) replace informal record-keeping, with statutory deadlines and penalties for delay.

Easier Fundraising

Banks and investors generally view an LLP as more bankable than an unregistered or registered partnership firm.

Name & Branding

The business name typically carries an "LLP" suffix, signalling the upgraded structure to clients and vendors.

No Cap on Partners

An LLP can add partners freely, whereas some partnership structures cap the number of partners allowed.

Tax Continuity

Existing tax attributes and carried-forward losses generally continue into the LLP, subject to conditions being met.

The Process

From partner consent to LLP certificate, in eight steps

Here's exactly what happens between deciding to convert and holding a fresh Certificate of Registration as an LLP.

1

Partner Consent & Eligibility Check

All partners formally consent to the conversion, and we confirm the firm meets the statutory eligibility conditions.

2

DSC & DPIN for Partners

Designated partners obtain a Digital Signature Certificate and DPIN, needed to sign and file the conversion forms.

3

Name Reservation (RUN-LLP)

We check availability and reserve the new LLP name, typically retaining the original firm name with an "LLP" suffix.

4

Draft the LLP Agreement

Partner rights, profit-sharing, and management terms are documented afresh in a formal LLP agreement.

5

File Conversion Application (FiLLiP & Form 17)

The conversion application, along with the statement of partners' consent and firm details, is filed electronically with the registrar.

6

Registrar Scrutiny

The registrar reviews the application, verifying partner consent, name availability, and completeness of the filing.

7

Certificate of Registration Issued

On approval, the registrar issues a fresh Certificate of Registration confirming the conversion into an LLP.

8

Asset & Liability Vesting

All assets, liabilities, and contracts of the erstwhile partnership vest in the LLP automatically by operation of law.

Eligibility

Can your partnership firm convert into an LLP?

Most registered partnerships qualify, but a few baseline conditions need to be met before the application can be filed.

Firm Registered Under the Partnership Act

The partnership must be a registered firm, with its registration certificate available for reference.

Consent of All Partners

Every existing partner must consent in writing to the conversion and to becoming a partner of the new LLP.

Minimum Two Designated Partners

At least two partners must be designated partners with a valid DPIN, one of whom is a resident.

No Pending Statutory Dues

The firm should not have unresolved statutory dues or filings that would block registrar approval.

Unique Name for the LLP

The proposed LLP name must not be identical or deceptively similar to an existing company, LLP, or trademark.

Updated Statement of Accounts

A recent statement of assets and liabilities of the firm, certified by a practising professional, must be on hand.

Paperwork

Documents you'll need to keep handy

Gathering these upfront is the single biggest thing you can do to speed up your conversion.

Partnership Deed

Original deed and any amendments

PAN of the Firm

Existing income tax PAN

Consent of All Partners

Signed consent to convert

Statement of Assets & Liabilities

Certified by a professional

NOC from Creditors

Where secured loans exist

Identity & Address Proof

Of all partners

DSC of Designated Partners

For e-filing the conversion forms

Latest Income Tax Return

Of the partnership firm

Why It's Worth It

What converting to an LLP actually buys you

Beyond the legal upgrade, conversion changes how protected you are and what your business can do going forward.

Limited Liability

Personal assets stay protected from business debts

Separate Legal Entity

The LLP can own assets and sue in its own name

Easier Fundraising

Banks and investors prefer lending to an LLP

Enhanced Credibility

Clients and vendors trust a registered LLP faster

Perpetual Succession

The LLP continues regardless of partner changes

Tax Continuity

Carried-forward losses generally transfer, subject to conditions

No Cap on Partners

Add new partners without a fixed structural limit

Room to Scale

A structure better suited to future growth and investment

After Conversion

Staying compliant as your new LLP

Conversion is the start, not the finish — here's what keeps your LLP in good standing afterward.

File LLP Agreement (Form 3)

The executed LLP agreement is filed with the registrar within 30 days of incorporation.

Intimate ROC of Conversion (Form 14)

The Registrar of Firms and Registrar of Companies are notified of the conversion within the prescribed window.

Transfer of Assets & Liabilities

All firm assets, contracts, and liabilities are formally vested in the LLP by operation of law.

Update PAN, TAN, Bank & GST Records

Statutory registrations and bank accounts are updated to reflect the LLP as the new entity.

Annual Filings (Form 8 & Form 11)

Statement of accounts and annual return filed with the registrar every financial year.

Statutory Audit, If Applicable

Audit required once turnover or contribution crosses the prescribed threshold.

Why Hisho & Kanri

Conversions handled by people who do this daily

We've converted enough partnerships into LLPs across India, Singapore, and Malaysia to know exactly where the process usually stalls — and how to keep it moving.

Experienced Professionals

Chartered accountants and company secretaries who file conversions every week.

Fast Processing

Documents reviewed and filed without the back-and-forth delays.

Affordable Pricing

Transparent packages with no hidden government-fee surprises.

Transparent Process

You see every filing and status update, not just the final certificate.

Dedicated Support

One point of contact from your first call through conversion and beyond.

Secure Documentation

Your firm's records and partner documents handled under strict confidentiality.

FAQ

Common questions about converting to an LLP

Can't find your question here? Use the form alongside this page and we'll answer it directly.

Mainly for limited liability protection, a separate legal identity, and perpetual succession — none of which a traditional partnership offers its partners.

Yes, written consent from every existing partner is a mandatory part of the conversion application.

Generally, the firm needs to be registered under the Partnership Act first — we can help you register the firm before initiating the conversion.

Typically around 12 working days once all documents and partner consents are in order, though it can vary by registrar workload.

They vest automatically in the LLP by operation of law on conversion, without needing a separate transfer deed for each asset.

The name is usually retained with an "LLP" suffix added, so your brand continuity stays largely intact.

The partnership deed, firm PAN, partner consents, and a certified statement of assets and liabilities are the core set — see the Documents section above for the full list.

Generally yes, subject to conditions being met at the time of conversion — we assess your specific case before filing.

Yes, since the LLP is a new legal entity, it requires its own PAN, TAN, and bank account, which we help set up post-registration.

Because we handle conversions daily across three countries, keep you informed at every filing stage, and stay on for LLP compliance long after registration is done.