E34

Engagement

Converting a company: OPC to private, private to public, company to LLP

Last reviewed 07 November 2026

OPC to private, private to public, and company to LLP.

In short

An OPC can convert into a private company at any time by special resolution, adding the second member and director. A private company becomes a public company by special resolution altering its articles, with at least three directors and seven members. A private company converts into an LLP under section 56 of the LLP Act with all its shareholders becoming partners, and the company stands dissolved once the LLP is registered.

Overview

OPC to private company: since 1 April 2021 an OPC can convert voluntarily at any time. The member passes a special resolution, the memorandum and articles are altered, a second member and a second director come in, and the conversion is filed with the Registrar in INC-6 together with MGT-14.

Private to public company: the company passes a special resolution to alter its articles and remove the private-company restrictions, files it in MGT-14 within 30 days, and applies in INC-27. It needs at least three directors and seven members, and its name changes to end with 'Limited'.

Company to LLP: a private company can convert into an LLP if there is no security interest outstanding and all its shareholders become the LLP's partners. The LLP is incorporated with the conversion application, and the company is then deemed dissolved and removed from the register.

Key Deliverables

  • Eligibility check for the conversion chosen
  • Board and shareholder resolutions, and MGT-14
  • Altered memorandum and articles
  • INC-6, INC-27 or the LLP conversion filings
  • Post-conversion updates: PAN, GST, bank, letterheads and registers

Documents & E-Forms

  • INC-6
  • INC-27
  • MGT-14
  • Form 18

When to Engage

Before an investor round that needs a private company, before listing plans, or when the owners decide a company's compliance load is more than the business needs.

Typical turnaround: Scoped in the engagement letter.

Frequently Asked

About this engagement

There is no waiting period since 1 April 2021. It can convert voluntarily at any time.

At least seven members and three directors.

Not while any security interest is outstanding on its assets.

It is deemed dissolved and removed from the register of companies.
CallWhatsApp