conversion from Pvt ltd to LLP..need checklist

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CS Jignesh Mistry (Querist)
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14 June 2011 Can someone pls urgently mail me / send me the detailed checklist for conversion of a private limited company to a LLP

Thanx

CS Vandana Kacholia

CS Vandana Kacholia (Expert)
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15 June 2011 File Form 1 for name approval and once Form 1 is approved, the following are the next steps in respect of conversion:

1) Please confirm whether all RoC filings are up to date and all other forms filed are approved

2) Within 90 days, file Form 2 for incorporation with subscribers sheet (to be handwritten by each partner)

3) Simultaneously with Form 2, file Form 18 for conversion into LLP along with
Latest statement of assets and liabilities certified by a CA / auditor (not more than 30 days old)
Consent by each shareholders [as prescribed under Part B of Form 18] - draft attached
NOC from unsecured creditors, sundry creditors, trade creditors
Newspaper advertisement to be published in English and regional language newspapers -

Please note that if consent from all the creditors is received, then there is no need to publish newspaper advertisement. If however, consent of 75% creditors is received, then it depends upon the Registrar if he wants the company to publish the advertisement
Latest acknowledgement of Income Tax return filed

4) After approval of Form 2 and Form 18, certificate of conversion is issued

5) File Form 14 for intimation to RoC of company being converted into LLP Conversion certificate to be attached

6) Once RoC intimates of taking Form 14 on record and on dissolution of the company, Form 3 - registering the LLP deed and Form 4 - consent of shareholders to be filed.

To ensure that Form 3 and Form 4 are filed within 30 days from the date of conversion

Regards

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