Conversion of Pvt Ltd Company to a LLP

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Mohith Guptha (Querist)

06 March 2026 Dear Sir/Madam,

There 3 Pvt Ltd Companies names A, B & C, B & C hold 50% share each in company A, both B & C have 2 directors each in the company, and these 4 directors along with 2 other directors totalling to 6 directors in company A.

There are NO transactions in company B & C (NIL), all the transactions are done in company A only, but ROC filing, audit and all is done for all the 3 companies.

Below mentioned are my questions, request to clarify and guide me:

1. If B & C are converted to LLP from Pvt Ltd company, will there be any problem in company A.

2. In future if we want to wind up these 2 companies, then what will be the complications and compliances.

3. Any tax is applicable and how is shares of directors transferred to company A directors, and any legal tax complications and implications.

Request to kindly guide us on the above points.

Thanks in advance.

Regards
Guptha

Aashok Kumar Sharma

Aashok Kumar Sharma

(Expert)

06 March 2026 Since B and C are currently just "pass-through" entities for holding shares, converting them to LLPs will immediately stop the requirement for a statutory audit (unless turnover exceeds ₹40 lakh or contribution exceeds ₹25 lakh), significantly reducing your yearly costs.

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