Convert Partnership Firm into Limited Liability Partnerships by complying with the requirements for the conversion set out by the LLP Act. The Firm’s partners will be bound by the Act’s applicable provisions upon such conversion.
Eligibility for Partnership to Limited Liability Partnership Conversion
A Partnership Firm can apply to convert into a Limited Liability Partnership in accordance with the LLP Act if and only if the partners of the Limited Liability Partnership into which the Firm will convert comprise all the partners of the Firm and no one else.
Must be filed Statements
A Partnership Firm can apply to convert into a Limited Liability Partnership by filing the conversion application with the Registrar in the following:
(a) A statement by all partners of the LLP in a specified manner. Also, the statement must be accompanied by the required fee as the Central Government prescribes, containing the following particulars:
- Name and registration number of the Firm
- Date of registration of the Firm under the Indian Partnership Act of 1932 or any other law, if applicable
(b) Incorporation documents and statements
Registration of Partnership to Limited Liability Partnership Conversion
The issue will be in such form as the Registrar determines. On receiving the documents, the Registrar will, subject to the provisions of the LLP Act, register the documents and issue a certificate of registration. The issued certificate.
The Limited Liability Partnership can inform the Registrar of Firms about the conversion within fifteen days of the registration date. Also, the LLP can share the particulars of the Limited Liability Partnership in a form and manner as the Central Government prescribes.
Also Read: Conversion of Sole Proprietorship into Private Limited Company
Registrar’s refusal of Conversion Application
One must construe that the Registrar can register any Limited Liability Partnership. The reason for this is the Registrar is not satisfied with the particulars of the information under the LLP Act’s provisions. But the newly formed LLP can make an appeal before the Tribunal in case of registration refusal by the Registrar. Also, the Registrar can, in any particular case, require the documents to be verified in a manner as he considers fit.
LLP Registration effects
On and from the date of registration as specified in the certificate of registration of the LLP, the MCA, above all, will register a Limited Liability Partnership by the name specified in the certificate of registration registered under the Act. All tangible, both movable and immovable, property as well as intangible property vested in the Firm, such
- Assets
- Interests
- Rights
- Privileges
- Liabilities
- Obligations
The Authority will transfer each of these properties as well as the whole of its undertaking to the LLP. Also, it will vest in the Limited Liability Partnership without further assurance, Act or deed.
- The MCA must dissolve the Partnership Firm if it had registered the Firm earlier under the Indian Partnership Act of 1932. The MCA will remove the Firm from the records it maintains per the LLP Act’s provisions.
Property Registration
Suppose any property is registered with any authority. In that case, the Limited Liability Partnership must take all necessary steps as required by the relevant Authority to notify the Authority of the conversion. Also, it must inform the particulars of the Limited Liability Partnership in a medium and form as the Authority specifies.
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