Conversion of Private Limited Company into LLP

May 29, 2025
Private Limited Company vs. Limited Liability Partnerships

The concept of converting a Private Limited Company into a Limited Liability Partnership (LLP) is gaining popularity among entrepreneurs and businesses. LLPs offer a flexible structure that combines the benefits of a partnership and a corporate entity, making it a preferred choice for businesses looking to simplify compliance, reduce costs, and enjoy the advantages of limited liability.

This blog provides a comprehensive guide on the process, requirements, and benefits of converting a Private Limited Company into an LLP.

Table of Contents

Documents Required for Conversion of Company into LLP

Below, we’ve outlined the key documents required to make the conversion process smooth and efficient.

1. Documents for Directors/Partners

  • PAN Card (self-attested).
  • Identity Proof: Aadhaar Card, Passport, or Voter ID (self-attested).
  • Address Proof: Latest utility bill, bank statement, or rental agreement (self-attested).
  • Digital Signature Certificate (DSC) for at least one designated partner.

2. Documents for the Company

3. Other Requirements

  • No Objection Certificate (NOC) from creditors.
  • Consent from shareholders for the conversion.
  • Approval or clearance certificates from regulatory bodies, if applicable.

Eligibility Criteria for Conversion of Company into LLP

Setting up an NGO provides individuals and groups with a structured platform to:

  1. The company should not have secured debts or must obtain the consent of secured creditors for the conversion.
  2. All shareholders of the company must agree to become partners in the LLP.
  3. The company must comply with the provisions of the Companies Act of 2013 and the LLP Act of 2008.
  4. There should be no pending legal proceedings against the company.
  5. The company must not be engaged in certain restricted sectors under law.

Procedure for Conversion of Private Limited Company to Limited Liability Partnership (LLP)

Step 1: Obtain Board Approval

  • Convene a board meeting to pass a resolution approving the company's conversion into an LLP.
  • Authorise directors to file necessary applications and documents with the Registrar of Companies (RoC).

Step 2: Apply for Name Reservation

  • File "RUN-LLP" (Reserve Unique Name for LLP) to reserve the name of the proposed LLP.
  • Ensure that the name is unique and complies with naming guidelines.

Step 3: File Form FiLLiP and Form 18

  • Prepare and file the following forms with the Ministry of Corporate Affairs (MCA):
    • Form FiLLiP: Incorporation form for the LLP.
    • Form 18: Application and statement for converting a Private Limited Company into LLP.
  • Attach required documents, including incorporation certificate, resolution copy, and consent letters.

Step 4: Verification and Approval

  • The RoC reviews the application and verifies submitted documents. Any discrepancies must be addressed promptly.

Step 5: Issuance of Certificate of Registration

  • Upon approval, the RoC issues the Certificate of Registration for the LLP, signifying the completion of the conversion.

Fee Payable for Conversion of Company into LLP

Government Filing Fees

  • Filing fees for Form FiLLiP and Form 18 (vary based on the company’s authorised capital)
  • Stamp duty on the LLP Agreement (varies by state).
  • Notary and attestation charges, if applicable.

Professional Service Charges

  • Fees for professional services, including documentation, form filing, and legal consultation.

Certificate of Registration LLP

The Certificate of Registration is issued by the Registrar of Companies upon successful conversion. It serves as the legal proof of conversion and includes:

  • LLP Identification Number (LLPIN).
  • Date of registration and conversion.

This certificate is essential for updating all statutory registrations and notifying stakeholders about the change in business structure.

Taxation on the Conversion of a Company into an LLP

The conversion of a Private Limited Company into an LLP has specific taxation implications:

  1. Capital Gains Tax: Exempted under certain conditions as per the Income Tax Act.
  2. Goods and Services Tax (GST): GST registrations must be migrated to the LLP.
  3. Transfer of Assets and Liabilities: Tax neutrality applies if all conditions are met during the conversion.

Pursuant to the Income Tax Act

The Income Tax Act governs the conversion of companies into LLPs under Section 47(xiiib). Key provisions include:

  • All company assets and liabilities must be transferred to the LLP.
  • All shareholders must become partners in the LLP.
  • The total turnover of the company in any of the previous three years must not exceed ₹60 lakh.
  • There must be no consideration other than the partner’s capital contribution to the LLP.

Benefits under the Income Tax Act

Converting a company into an LLP offers several tax benefits:

  1. Exemption under Section 47(xiiib): No capital gains tax on transferring assets and liabilities.
  2. Carry Forward of Losses: Business losses and unabsorbed depreciation can be carried forward to the LLP.

Conclusion

The transition from a Private Limited Company to an LLP offers businesses a chance to rethink their structure and embrace greater flexibility. LLPs allow for easier decision-making, lower compliance costs, and better resource allocation—all while retaining the benefits of limited liability.

This makes it an ideal choice for businesses looking to streamline operations, whether they are startups, small firms, or professional partnerships.

Frequently Asked Questions

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Register your Business at just 1,499 + Govt. Fee

Register your business
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Register your Private Limited Company in just 1,499 + Govt. Fee

Register your business
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Register your One Person Company in just 1,499 + Govt. Fee

Register your business
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Register your Business starting at just 1,499 + Govt. Fee

Register your business
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Register your Limited Liability Partnership in just 1,499 + Govt. Fee

Register your business

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


Limited Liability Partnership
(LLP)

1,499 + Govt. Fee
BEST SUITED FOR
  • Professional services 
  • Firms seeking any capital contribution from Partners
  • Firms sharing resources with limited liability 

One Person Company
(OPC)

1,499 + Govt. Fee
BEST SUITED FOR
  • Freelancers, Small-scale businesses
  • Businesses looking for minimal compliance
  • Businesses looking for single-ownership

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


One Person Company
(OPC)

1,499 + Govt. Fee
BEST SUITED FOR
  • Freelancers, Small-scale businesses
  • Businesses looking for minimal compliance
  • Businesses looking for single-ownership

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


Limited Liability Partnership
(LLP)

1,499 + Govt. Fee
BEST SUITED FOR
  • Professional services 
  • Firms seeking any capital contribution from Partners
  • Firms sharing resources with limited liability 

Frequently Asked Questions

Can a company be converted to LLP?

Yes, a Private Limited Company or an Unlisted Public Company can be converted into a Limited Liability Partnership (LLP). This conversion is governed by the Limited Liability Partnership Act of 2008 and is subject to certain conditions. For instance, all company shareholders must become partners in the LLP, and there should be no pending debts, charges, or unresolved legal disputes.

The conversion helps businesses simplify compliance, reduce costs, and enjoy the flexibility of an LLP structure while retaining limited liability protection.

What is Section 47 conversion of a company to LLP?

Section 47 of the Income Tax Act of 1961 provides tax neutrality during the conversion of a Private Limited Company or an Unlisted Public Company into an LLP. It ensures that the conversion does not attract capital gains tax if specific conditions are met, such as:

  1. All the company's assets and liabilities are transferred to the LLP.
  2. All shareholders of the company become partners in the LLP with the same profit-sharing ratio.
  3. The company's turnover in any of the three preceding financial years does not exceed ₹60 lakh.
  4. The company’s shareholders do not receive any consideration other than their share in the LLP.

What are the forms for conversion of a company into LLP?

To convert a company into an LLP, the following forms must be filed with the Registrar of Companies (ROC):

  1. RUN-LLP: For reserving the name of the LLP.
  2. Form FiLLiP: For incorporation of the LLP and application for DIN (Director Identification Number), if required.
  3. Form 18: For the conversion of the company into an LLP, along with necessary declarations, resolutions, and supporting documents.
  4. Form 3: For filing the LLP agreement after the conversion is approved.

Each form must be filed with the prescribed fees and accompanied by required documentation.

How much does it cost to convert Pvt Ltd to LLP?

The cost of converting a Private Limited Company to an LLP includes the following components:

  1. Government Fees
  2. Professional Fees

The total cost of conversion typically depends on the company's authorised share capital, additional legal services, stamp duty, etc.

How long does it take to convert Pvt Ltd to LLP?

The process of converting a Private Limited Company to an LLP usually takes 10-15 days, provided all the documents are in order, and there are no objections from the Registrar of Companies (ROC). Delays may occur if incomplete documents or objections are raised during scrutiny.

What is the turnover limit for Pvt Ltd to LLP conversion?

The turnover limit for a Private Limited Company to be eligible for conversion into an LLP is ₹60 lakh in any of the three preceding financial years.

Additionally, the company should not have a paid-up share capital exceeding ₹50 lakh.

Related Posts

How Do I Start My Own Online Business? A Step-by-Step Guide

How Do I Start My Own Online Business? A Step-by-Step Guide

Starting your own online business in India requires careful planning and strategic action. First, you'll need to select a niche that aligns with your skills and market demand. Conduct thorough market research to understand your target audience and competition. Next, focus on building a strong online presence through a website or e-commerce platform. Ensure that you set up reliable customer service channels to foster trust and satisfaction. As you go through the process, remember that dedication and consistent effort are key to success. 

Table of Contents

Procedure to Start an Online Business

Step 1: Identify Your Business Idea

How do I choose the right online business idea?

Choosing the right online business idea starts with understanding your own strengths. Think about your skills, hobbies, and what you’re passionate about. Also, assess market demand to ensure that your idea addresses a genuine need. You can brainstorm by asking yourself what problems you can solve or how your expertise can benefit others.

What are the most profitable online business ideas?



Some of the most profitable online business ideas include e-commerce, dropshipping, freelancing, selling digital products, and affiliate marketing. These options require relatively low investment and have high growth potential in India. E-commerce and dropshipping are ideal for those interested in retail, while freelancing and digital products are great for service-oriented entrepreneurs.

How do I validate my business idea?

To validate your business idea, you should conduct market research and competitor analysis. This helps you understand if there’s demand for your product or service and how to position yourself in the market. Additionally, you can run surveys or test your idea on a small scale to gather feedback before fully committing to it.

Step 2: Conduct Market Research

Why is market research important for an online business?

Market research is crucial for understanding your target audience and the competition. It helps you identify customer needs, preferences, and pain points, allowing you to tailor your offerings effectively. By knowing what your competitors are doing, you can find gaps in the market and differentiate your business. This research forms the foundation for making informed decisions and reducing risks.

How do I conduct market research?

To conduct market research, start by using tools like Google Trends and keyword research tools (e.g., SEMrush, Ubersuggest) to identify trending topics and search volumes. You can also use social media insights to monitor conversations around your niche. Engaging directly with potential customers through surveys or focus groups will also give you valuable feedback.

What are the key metrics to analyse?

Key metrics to analyse include customer demographics, such as age, gender, location, and income level. Understanding buying behaviour, including purchase frequency and preferences, is equally important. Additionally, assessing the market size, competition, and growth potential helps you gauge the sustainability of your business idea.

Step 3: Create a Business Plan

Do I need a business plan for an online business?

Yes, a business plan is essential for an online business. It provides clarity on your goals and how you plan to achieve them. A solid business plan also plays a key role when seeking funding, as it helps potential investors or lenders understand the vision, strategy, and financial viability of your business.

What should a business plan include?

Your business plan should include the following sections:

  1. Executive Summary: A brief overview of your business, mission, and vision.
  2. Target Market: A detailed description of your ideal customers and their needs.
  3. Revenue Model: A breakdown of how you’ll make money (e.g., product sales, subscriptions, services).
  4. Marketing Strategy: A plan for how you'll promote your business, including online advertising, social media, and SEO.

How do I set realistic goals?

To set realistic goals, follow the SMART criteria:

  1. Specific: Define clear, concise goals.
  2. Measurable: Ensure your progress can be tracked.
  3. Achievable: Set goals that are realistic given your resources.
  4. Relevant: Ensure the goals align with your business objectives.
  5. Time-bound: Assign deadlines to keep you on track. Setting SMART goals helps maintain focus and ensures steady progress.

Step 4: Choose a Business Model

What are the different online business models?

  1. E-commerce: Selling physical or digital products through an online store.
  2. Subscription-based: Offering products or services on a recurring basis, such as monthly subscriptions for digital content or curated boxes.
  3. Service-based: Providing services like consulting, coaching, or freelance work directly to customers.
  4. Ad-based: Earning revenue through advertising, typically via websites or social media platforms that attract large audiences.

Which business model is best for beginners?

For beginners, a service-based model or a subscription-based model might be the best fit. The service model often requires lower initial investment and offers flexibility in terms of workload. The subscription model provides recurring revenue, which can be predictable once you have a customer base. However, each model has its pros and cons:

  1. E-commerce: High investment, but potential for significant profit.
  2. Subscription-based: Steady income but may require strong marketing efforts.
  3. Service-based: Low cost to start, but time-intensive and dependent on personal expertise.
  4. Ad-based: Relatively low start-up cost, but requires a large audience and can take time to generate income.

How do I decide which model suits me?

To decide on the best business model, align your choice with your skills, budget, and long-term goals. If you have a skill set that can be marketed as a service (e.g., writing, design, tutoring), a service-based model might be a good start. If you want to sell products but have a limited budget, dropshipping or print-on-demand models may be better. Consider your available resources and the time you can commit before making your final decision.

Step 5: Register Your Business

Do I need to register my online business?

Yes, registering your online business is crucial for legal and tax purposes. It provides your business with a legal identity, ensures compliance with local regulations, and helps build credibility with customers. Without registration, you might face legal issues and be unable to access benefits like business loans or grants.

H4 - What are the steps to register a business?

  1. Choose a business name: Make sure it reflects your brand and is unique.
  2. Decide on a legal structure: Select the appropriate business structure (sole proprietorship, LLC, Private Limited, etc.).
  3. Register for taxes: Apply for a Goods and Services Tax (GST) number if applicable.
  4. Obtain required licenses: Depending on your business type, you may need specific licenses or permits.
  5. Open a business bank account: This helps separate personal and business finances.
  6. Get a business PAN (Permanent Account Number): Required for tax filings and business transactions.

What legal structure should I choose?

Choosing the right legal structure depends on factors like liability, taxes, and scalability:

  1. Sole Proprietorship: Simple to set up, ideal for solo entrepreneurs, but you’ll be personally liable for business debts.
  2. Limited Liability Partnership (LLP): Offers limited liability protection and is suitable for small businesses with partners.
  3. Private Limited Company: A more complex structure that provides limited liability and is better suited for larger businesses looking for investment or expansion. It also offers tax benefits and more credibility.

Related Read: Difference between Private Limited Company and One Person Company

Step 6: Build Your Online Presence

How do I create a website for my business?

  1. Choose a domain name: Pick a name that reflects your business and is easy to remember. Check for availability using domain registrars like GoDaddy or Hostinger.
  2. Select a hosting provider: Choose a reliable hosting service, such as Bluehost or SiteGround, to ensure your website runs smoothly.
  3. Use website builders: Website builders like WordPress and Shopify are user-friendly and offer templates for quick setup. WordPress is ideal for blogs and content-focused websites, while Shopify is perfect for e-commerce stores.

Do I need social media for my online business?

Yes, social media is crucial for marketing and customer engagement. Platforms like Facebook, Instagram, and LinkedIn help you reach a wider audience and build brand awareness. Social media allows you to connect with customers, share updates, promote products, and gather feedback. It’s an affordable way to drive traffic to your website and create a loyal community around your brand.

What are the essential features of a business website?

  1. User-friendly design: A clean, easy-to-navigate layout that enhances the user experience.
  2. Secure payment gateways: Integrated payment gateway (e.g. Razorpay) to facilitate safe and smooth transactions.
  3. Mobile responsiveness: Your website should be fully optimised for mobile devices, as many users shop and browse on their phones.

Step 7: Set Up Payment and Shipping Systems

H4 - How do I accept payments online?
To accept payments online, you need to integrate a reliable payment gateway into your website. Payment gateways like PayPal, Stripe, and Razorpay allow you to process credit card payments, debit cards, and digital wallets securely. The setup process usually involves creating an account with the provider, linking it to your business bank account, and adding their payment gateway to your website using plugins or APIs. 

What are the best shipping options for an online store?

  1. Self-shipping: If you’re a small business, you can handle shipping yourself by partnering with courier services like India Post, DTDC, or Blue Dart. This gives you more control but requires time and resources.
  2. Third-party logistics (3PL): 3PL companies manage storage, packaging, and delivery on your behalf. This is ideal for businesses that want to scale quickly without handling logistics.
  3. Dropshipping: This model eliminates the need for inventory management. When a customer places an order, the product is directly shipped from the supplier. It’s cost-effective, but you have less control over shipping times and quality.

How do I handle international payments and shipping?

  1. Payments: Use global payment gateways like PayPal or Razorpay, which support multiple currencies. You’ll need to set up your account to handle cross-border payments and be aware of transaction fees and exchange rates.
  • Shipping: Partner with international couriers like DHL or FedEx for global shipping. Ensure that you account for customs duties, taxes, and potential delays. Consider using platforms like Shiprocket or Easyship, which can automate international logistics and offer competitive shipping rates.

Step 8: Market Your Online Business

How do I promote my online business?

  1. SEO (Search Engine Optimisation): Optimise your website for relevant keywords, improve loading speeds, and focus on creating quality content to rank higher in search engines.
  2. Social Media Marketing: Use platforms like Instagram, Facebook, and LinkedIn to engage with your audience, share valuable content, and promote offers.
  3. Email Marketing: Build an email list and send newsletters, promotional offers, or product updates to keep customers engaged.
  4. Paid Ads: Run ads on Google, Facebook, or Instagram to increase brand visibility and attract potential customers. Paid advertising can generate quick results if targeted effectively.

What is the best way to attract customers?

  1. Content Marketing: Create blog posts, videos, or infographics that provide value to your audience and establish your brand as an authority in your niche.
  2. Influencer Collaborations: Partner with influencers in your industry to promote your products or services, leveraging their established trust and following.
  3. Customer Reviews: Encourage satisfied customers to leave reviews and testimonials. Positive feedback can build credibility and influence potential customers' purchasing decisions.

How do I track the success of my marketing efforts?

To track the success of your marketing efforts, use tools like:

  1. Google Analytics: Monitor website traffic, user behaviour, and conversion rates. Google Analytics gives you detailed insights into your website’s performance.
  2. Social Media Insights: Platforms like Facebook, Instagram, and Twitter provide analytics on engagement, reach, and audience demographics, helping you assess the effectiveness of your social media campaigns. These tools can help you fine-tune your marketing strategies and ensure that your efforts are yielding the desired results.

Step 9: Manage Operations and Scale

How do I manage day-to-day operations?
To manage day-to-day operations effectively, use tools that streamline tasks:

  1. Inventory Management: Tools like TradeGecko or Zoho Inventory help track stock levels, manage orders, and avoid overselling.
  2. Customer Support: Platforms like Zendesk or Freshdesk assist in managing customer inquiries, complaints, and service requests efficiently.
  3. Order Tracking: Use tools like Shiprocket or AfterShip to monitor and update customers on the status of their orders in real-time, improving their experience.

When should I consider scaling my business?

  1. Consistent Revenue Growth: When your sales show a steady increase over a few months or years, it indicates that your business model is working.
  2. High Customer Demand: If customers are requesting more products or services than you can provide, or if you’re struggling to meet demand, it’s a clear sign that you’re ready to expand.
  3. Positive Cash Flow: If you have a healthy profit margin and can reinvest earnings back into the business, scaling becomes a feasible option.
  • What are the best ways to scale an online business?
  1. Expand Product Lines: Add complementary products or services to cater to a broader audience or meet existing customer needs.
  2. Enter New Markets: Consider selling to customers in different regions, cities, or even internationally to broaden your reach.
  3. Automate Processes: Use automation tools for marketing (e.g., Mailchimp for emails), customer support (e.g., chatbots), and order fulfilment to reduce the workload and enhance efficiency. By scaling smartly, you can increase your reach and profitability without compromising the quality of your offerings.

Registration of Online Business in India

  • Choose a suitable business structure: Decide whether to register as a Sole Proprietorship, LLP, or Private Limited Company based on your business model, scalability needs, and compliance requirements.
  • Select a unique business name: Check name availability on the Ministry of Corporate Affairs (MCA) portal and register it to avoid legal issues.
  • Apply for PAN and TAN: A Permanent Account Number (PAN) is required for financial transactions. At the same time, a Tax Deduction and Collection Account Number (TAN) is mandatory if your business deducts taxes at the source.
  • Register for GST: If your annual turnover exceeds ₹40 lakhs (₹20 lakhs for special category states), you must register for Goods and Services Tax (GST) to collect and pay taxes legally.
  • Register under MSME if applicable: If you own a small or medium-sized business, registering under the Udyam (MSME) scheme can provide benefits like easier loan approvals and government subsidies.
  • Obtain necessary licenses and permits: Depending on your industry, you may need specific licenses, such as an FSSAI license for food businesses, a trade license for local operations, or an Import Export Code (IEC) for international trade.
  • Open a business bank account: A separate bank account in your business name is required for handling payments, tax filings, and financial transactions professionally.

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Tips to Start an Online Business in India

  • Identify a Profitable Niche

    Selecting the right niche is important for success. Focus on a business idea that matches your skills and interests while also having strong market demand. Research your competitors to find opportunities where you can stand out.
  • Build a Strong Online Presence
    Creating a website or an e-commerce store is essential for any online business. Make sure your website is easy to use, mobile-friendly, and optimised for search engines. Use social media to connect with your audience and promote your products or services.
  • Ensure Legal Compliance
    Every online business must comply with the legal requirements for online business in India to operate lawfully. You need to register your business and get GST registration in India. It is also important to comply with tax and other regulations. Completing these formalities ensures smooth operations and avoids legal issues. 
  • Set Up Secure Payment Systems

    Providing a secure and convenient payment method builds customer trust. Choose a reliable payment gateway that supports multiple payment options and ensures smooth transactions for your customers.

Frequently Asked Questions

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Register your Business at just 1,499 + Govt. Fee

Register your business
rize image

Register your Private Limited Company in just 1,499 + Govt. Fee

Register your business
rize image

Register your One Person Company in just 1,499 + Govt. Fee

Register your business
rize image

Register your Business starting at just 1,499 + Govt. Fee

Register your business
rize image

Register your Limited Liability Partnership in just 1,499 + Govt. Fee

Register your business

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


Limited Liability Partnership
(LLP)

1,499 + Govt. Fee
BEST SUITED FOR
  • Professional services 
  • Firms seeking any capital contribution from Partners
  • Firms sharing resources with limited liability 

One Person Company
(OPC)

1,499 + Govt. Fee
BEST SUITED FOR
  • Freelancers, Small-scale businesses
  • Businesses looking for minimal compliance
  • Businesses looking for single-ownership

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


One Person Company
(OPC)

1,499 + Govt. Fee
BEST SUITED FOR
  • Freelancers, Small-scale businesses
  • Businesses looking for minimal compliance
  • Businesses looking for single-ownership

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


Limited Liability Partnership
(LLP)

1,499 + Govt. Fee
BEST SUITED FOR
  • Professional services 
  • Firms seeking any capital contribution from Partners
  • Firms sharing resources with limited liability 

Frequently Asked Questions

Which business is most profitable?

Profitable online businesses in India include e-commerce, dropshipping, freelancing, digital marketing services, and selling digital products like courses or eBooks. Choosing the right business depends on your skills, market demand, and investment capacity.

What are the 7 steps to starting a business?

The key steps to start an online business include:

  1. Choosing a business idea that suits your skills and interests.
  2. Conducting market research to understand demand and competition.
  3. Deciding on the business structure (like sole proprietorship, LLC, etc.).
  4. Registering your business and completing necessary legal formalities.
  5. Building a website or online store to showcase your products or services.
  6. Setting up payment systems to process transactions securely.
  7. Planning your marketing strategy and ensuring good customer service.

Which business can we do from home?

Home-based businesses include freelancing, content writing, selling handmade products, affiliate marketing, and running an e-commerce business in India. Many of these require minimal investment and can be scaled over time.

Swagatika Mohapatra

Swagatika Mohapatra is a storyteller & content strategist. She currently leads content and community at Razorpay Rize, a founder-first initiative that supports early-stage & growth-stage startups in India across tech, D2C, and global export categories.

Over the last 4+ years, she’s built a stronghold in content strategy, UX writing, and startup storytelling. At Rize, she’s the mind behind everything from founder playbooks and company registration explainers to deep-dive blogs on brand-building, metrics, and product-market fit.

Read more
How to Start a Construction Company: A Step-By-Step Guide

How to Start a Construction Company: A Step-By-Step Guide

India’s construction industry is one of the fastest-growing sectors, contributing significantly to economic development and job creation. With increasing urbanisation, government-led infrastructure projects, and rising demand for residential and commercial spaces, the sector presents a massive opportunity for entrepreneurs.

Starting a construction company today offers the potential for long-term profitability and the opportunity to contribute to the nation’s development journey.

But launching a successful construction company requires more than just technical know-how. It involves strategic planning, legal compliance, financial preparation, and effective operational execution.

This guide walks you through everything you need to know to start your own construction business in India.

Table of Contents

What is a Construction Business?

A construction business is involved in the planning, designing, constructing, and maintaining buildings and infrastructure. This includes residential properties, commercial complexes, roads, bridges, and industrial structures. Construction businesses manage everything from groundwork to the final delivery of projects.

There are several types of construction businesses, such as:

  • General Contracting Firms: Manage entire construction projects.
  • Specialised Trades: Focus on specific services like electrical work, plumbing, HVAC, or roofing.
  • Project Management Companies: Oversee project timelines, budgets, and subcontractors for clients.

Each type serves a distinct market and can be scaled based on expertise and demand.

Why Should You Start a Construction Company?

Starting a construction company can be both profitable and impactful. Here’s why:

  • High demand: Real estate growth, government infrastructure spending, and smart city developments keep demand steady.
  • Lucrative contracts: Projects often run into lakhs or crores, offering good revenue potential.
  • Entrepreneurial freedom: Be your own boss, choose your projects, and build your brand.
  • Job creation & impact: You directly contribute to community development by building homes, schools, hospitals, etc.
  • Long-term stability: A construction company can grow into a multi-city or even national operation with the right strategy.

Different Business Structures of a Construction Company

Choosing the right business structure is crucial, as it determines how your business is owned, taxed, and operated. Here are some common options in India:

  • Private Limited Company: Offers limited liability, legal recognition, and easier funding options; Ideal for medium to large construction firms.
  • Public Limited Company: Suitable for large construction firms planning to raise public funds; Requires more compliance and regulatory oversight.
  • Limited Liability Partnership (LLP): Offers flexibility with limited liability protection; Good for small to mid-sized firms with multiple partners.
  • One Person Company (OPC): Great for solo entrepreneurs who want to limit liability while maintaining full control.
  • Partnership Firm: Simple to set up; best suited for small businesses with limited investment and informal structures.
  • Subsidiary Company: A foreign company can establish a construction subsidiary in India, offering tax and operational benefits.

In New Delhi, the stamp duty on an LLP Agreement is charged at 1% of the total capital contribution.

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Benefits of Starting a Construction Company in India

The Indian market presents numerous advantages for construction entrepreneurs:

  • Massive Market Demand: The need for housing, commercial spaces, roads, and public infrastructure is growing rapidly.
  • Government Push: Schemes like AMRUT, Smart Cities Mission, and PMAY are fueling construction activity.
  • Urbanisation: Rapid growth in Tier 1 and 2 cities increases residential and commercial needs.
  • Real Estate Boom: Increased investment in the real estate sector drives demand for contractors and developers.
  • High Revenue Potential: Construction projects often have high profit margins if well-managed.

Requirements to Start a Construction Company

Here are the basic requirements to legally and effectively start your construction business:

  • Choose a Legal Structure (e.g., Pvt Ltd, LLP, Partnership)
  • Company Registration with the Ministry of Corporate Affairs (MCA)
  • PAN, TAN & GST Registration
  • Professional Tax and Labour Law Compliance
  • Business Bank Account for financial operations
  • Construction Licenses/Permits, such as contractor licenses, environmental clearances (if applicable)
  • ESIC and EPF Registration if you employ workers
  • Insurance Policies for worker safety and project liability

How to Start a Construction Company?

Here’s a step-by-step guide to starting your construction business:

  1. Conduct market research
    Understand demand, competition, and legal requirements in your target area.
  2. Write a business plan
    Include financial projections, service offerings, niche focus (residential, commercial, etc.), and marketing strategy.
  3. Choose your legal structure
    Decide whether a Pvt Ltd, LLP, or Partnership suits your needs best.
  4. Register your business
    Complete the incorporation process with the Registrar of Companies or local authorities.
  5. Obtain licenses and approvals
    Apply for necessary permits like a contractor license, GST, labour licenses, etc.
  6. Secure funding
    Consider business loans, working capital, or private investors to fund initial operations.
  7. Set up office & hiresStaff: Establish a physical office, recruit skilled workers, engineers, and subcontractors.
  8. Create branding & marketing strategy: Build a website, showcase past work, leverage social media, and network in local real estate circles.
  9. Build supplier & vendor networks: Establish relationships with material suppliers, equipment vendors, and service providers.
  10. Launch your services: Start bidding on projects and deliver quality work to build a reputation.

Documents Required for Construction Company Registration

Here’s a list of essential documents you’ll need for company registration:

  • Identity Proof: PAN card and Aadhaar card of all directors/partners.
  • Address Proof: Utility bill, passport, or driving license of directors/partners.
  • Business Address Proof: Rental agreement or electricity bill of office premises.
  • Company Documents:
  • Business Bank Account for financial operations
    • Memorandum of Association (MoA) & Articles of Association (AoA) for Pvt Ltd or OPC.
    • LLP Agreement for LLPs
    • Partnership Deed for partnership firms
  • Photographs: Passport-sized photos of all promoters.
  • Digital Signature Certificate (DSC): Required for online registration.
  • Industry-specific Licenses: Depending on your service type and region.

Conclusion

Starting a construction company in India is a solid business opportunity with high growth potential. With the country’s focus on infrastructure development and urban expansion, demand for skilled construction services continues to rise. From choosing the right business structure to complying with legal regulations, securing funds, and building a skilled team, each step is crucial.

With the right foundation, planning, and execution, your construction company can grow into a profitable, sustainable enterprise that shapes skylines and supports economic development.

Frequently Asked Questions

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Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


Limited Liability Partnership
(LLP)

1,499 + Govt. Fee
BEST SUITED FOR
  • Professional services 
  • Firms seeking any capital contribution from Partners
  • Firms sharing resources with limited liability 

One Person Company
(OPC)

1,499 + Govt. Fee
BEST SUITED FOR
  • Freelancers, Small-scale businesses
  • Businesses looking for minimal compliance
  • Businesses looking for single-ownership

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


One Person Company
(OPC)

1,499 + Govt. Fee
BEST SUITED FOR
  • Freelancers, Small-scale businesses
  • Businesses looking for minimal compliance
  • Businesses looking for single-ownership

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


Limited Liability Partnership
(LLP)

1,499 + Govt. Fee
BEST SUITED FOR
  • Professional services 
  • Firms seeking any capital contribution from Partners
  • Firms sharing resources with limited liability 

Frequently Asked Questions

How do I register as a construction company in India?

To register a construction company in India, follow these steps:

  1. Choose a Business Structure
  2. Name Reservation
  3. Obtain Digital Signatures (DSC)
  4. Company Registration with MCA
  5. Open a Business Bank Account
  6. Obtain GST Registration
  7. Apply for Construction-Specific Licenses
  8. Comply with Labour and Environmental Laws

How much does it cost to register a construction company in India?

The total cost of registering a construction company in India depends on factors like the business structure you choose (such as a Private Limited Company, LLP, OPC, or Partnership Firm) and your location. Each structure has different government fees and compliance requirements.

Additional expenses may include:

  • Digital Signature Certificates (DSCs)
  • Professional fees
  • GST registration
  • State-specific licenses or permits

Is GST registration mandatory for a construction company?

Yes, GST registration is mandatory if:

  • Your annual turnover exceeds ₹20 lakhs (₹10 lakhs in special category states).
  • You work on interstate projects or government contracts.
  • You want to claim the Input Tax Credit (ITC) on raw materials and subcontractor services.

Even if not mandatory by turnover, many construction businesses voluntarily register to benefit from ITC and credibility with clients.

What is the tax rate for construction companies in India?

Tax rates depend on your business structure and type of services:

  • Corporate Tax: 25% (plus surcharge and cess) for domestic companies under the new regime.
  • LLPs: 30% + applicable surcharge/cess.

Sarthak Goyal

Sarthak Goyal is a Chartered Accountant with 10+ years of experience in business process consulting, internal audits, risk management, and Virtual CFO services. He cleared his CA at 21, began his career in a PSU, and went on to establish a successful ₹8 Cr+ e-commerce venture.

He has since advised ₹200–1000 Cr+ companies on streamlining operations, setting up audit frameworks, and financial monitoring. A community builder for finance professionals and an amateur writer, Sarthak blends deep finance expertise with an entrepreneurial spirit and a passion for continuous learning.

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Conversion of Private Limited Company to Public Limited Company: Step-by-Step Guide

Conversion of Private Limited Company to Public Limited Company: Step-by-Step Guide

For most growing businesses, starting out as a Private Limited Company (Pvt Ltd) feels like the natural choice- it offers the safety net of limited liability, manageable compliance requirements, and the flexibility to focus on building the business without too much red tape. But as the business scales, ambitions grow bigger. You might want to raise significant capital, bring in a larger investor base, or even dream of going public someday. That’s when converting into a Public Limited Company starts making real sense.

So, what changes when you move from private to public?

  • Access to Public Funds: Unlike a private company, a public limited company can tap into larger funding avenues through IPOs or private placements, opening doors to serious growth capital.

  • Ease of Share Transfer: In a public company, shares are freely transferable, making it easier for investors or shareholders to buy, sell, or exit, boosting liquidity and appeal.

  • No Member Cap: Private companies are capped at 200 shareholders, but public companies have no such limit, giving you the freedom to expand your ownership base.

In this guide, we’ll break down exactly what it takes to convert your private company into a public one under the Companies Act, 2013, and walk you through the compliance steps and practical things you need to be ready for once you’ve made the leap.

Table of Contents

Procedure for Conversion into a Public Limited Company

Converting a private limited company into a public limited company in India is governed by the Companies Act, 2013, and involves a formalised legal process. Here’s a step-by-step guide:

1. Convene a Board Meeting

2. Issue Notice for EGM

  • Send notices to all shareholders, directors, and auditors at least 21 days before the meeting.
  • The notice should include the agenda, draft resolutions, and explanatory statements.

3. Hold the Extraordinary General Meeting (EGM)

  • Pass a Special Resolution to approve the conversion from private to public.
  • Approve necessary alterations in the MoA (removal of “Private”) and AoA (removal of restrictive clauses on share transfer and member limits).

4. Filing with Registrar of Companies (RoC)

Submit the following forms with the Ministry of Corporate Affairs (MCA) portal:

  • MGT-14: Filing of special resolutions within 30 days of passing them.
  • INC-27: Application for conversion, along with certified copies of resolutions, amended MoA/AoA, and EGM minutes.

5. Scrutiny and Approval by RoC

The Registrar reviews the application and, upon satisfaction, issues a Fresh Certificate of Incorporation reflecting the change in company status from private to public.

Related Read: Private Company Vs Public Company: Key Differences Explained

Post-Conversion Requirements

Once the company has been converted into a public limited company, several post-conversion formalities must be completed to align with regulatory and operational standards:

1. Update Statutory Documents

  • Obtain a new PAN reflecting the updated company name.
  • Revise all statutory records, financial statements, and company stationery (letterheads, invoices, website, etc.).

2. Inform Bankers and Financial Institutions

  • Update your company’s status with existing banks and financial institutions.
  • Amend authorised signatories if required.

3. Intimate Regulatory Authorities

  • Notify relevant authorities such as tax departments, GST authorities, and regulatory bodies, if applicable.

4. Compliance with Public Company Norms

  • Increase the number of directors to a minimum of 3 (as required for a public company).
  • Appoint independent directors and comply with applicable listing regulations (if planning for a stock exchange listing).
  • Adhere to enhanced disclosure norms, audit requirements, and corporate governance standards.

5. Prepare for Capital Raising (Optional)

  • If planning an IPO, start preparing for SEBI compliance, drafting offer documents, and engaging with merchant bankers.

Frequently Asked Questions (FAQs)

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Register your Business at just 1,499 + Govt. Fee

Register your business
rize image

Register your Private Limited Company in just 1,499 + Govt. Fee

Register your business
rize image

Register your One Person Company in just 1,499 + Govt. Fee

Register your business
rize image

Register your Business starting at just 1,499 + Govt. Fee

Register your business
rize image

Register your Limited Liability Partnership in just 1,499 + Govt. Fee

Register your business

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


Limited Liability Partnership
(LLP)

1,499 + Govt. Fee
BEST SUITED FOR
  • Professional services 
  • Firms seeking any capital contribution from Partners
  • Firms sharing resources with limited liability 

One Person Company
(OPC)

1,499 + Govt. Fee
BEST SUITED FOR
  • Freelancers, Small-scale businesses
  • Businesses looking for minimal compliance
  • Businesses looking for single-ownership

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


One Person Company
(OPC)

1,499 + Govt. Fee
BEST SUITED FOR
  • Freelancers, Small-scale businesses
  • Businesses looking for minimal compliance
  • Businesses looking for single-ownership

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


Limited Liability Partnership
(LLP)

1,499 + Govt. Fee
BEST SUITED FOR
  • Professional services 
  • Firms seeking any capital contribution from Partners
  • Firms sharing resources with limited liability 

Frequently Asked Questions

What Is the Form for Conversion of a Private Company into a Public Company?

The primary form used for the conversion of a private limited company into a public limited company in India is Form INC-27. It must be submitted along with supporting documents like the altered Memorandum of Association (MoA), Articles of Association (AoA), special resolution copy, and EGM minutes.Additionally, Form MGT-14 (for filing special resolutions) must also be filed within 30 days of passing the resolution at the EGM.

Can a Private Limited Company Go Public?

Yes, a Private Limited Company can go public by converting itself into a Public Limited Company.

After conversion, the company must comply with public company regulations under the Companies Act, 2013, including increased disclosure norms, appointment of independent directors (if applicable), and adherence to corporate governance standards.

What Section of the Companies Act, 2013 Governs Conversion of a Public Company into a Private Company?

The conversion of a Public Company into a Private Company is governed by Section 14 of the Companies Act, 2013.

  • Section 14(1) deals with altering the Articles of Association (AoA) to include provisions applicable to a private company.
  • Such a conversion requires passing a special resolution and obtaining approval from the Tribunal (NCLT) as mandated under Section 14(2).

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We would recommend Razorpay Rize incorporation services to any founder without a second doubt. The process was beyond efficient and show's razorpay founder's commitment and vision to truly help entrepreneur's and early stage startups to get them incorporated with ease. If you wanna get incorporated, pick them. Thanks for the help Razorpay.

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