Company to OPC / LLP Conversion in Kharagpur
CA/CS-managed conversion of a Private Limited Company into a One Person Company (Form INC-6) or into an LLP (Section 366 via Form 18 + FiLLiP), handled end to end — eligibility check, board and shareholder approvals, creditor NOCs, MCA filing and the fresh certificate. 100% online, at a fixed fee quoted upfront with zero hidden charges.
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Company to OPC / LLP Conversion in Kharagpur
RoC Kolkata — Nizam Palace, 2nd MSO Building, 234/4 A.J.C. Bose Road, Kolkata – 700020
Calcutta High Court
19 (West Bengal)
West Bengal levies Professional Tax (max ₹2,500/year). Applicable within 30 days of company incorporation.
Vidyasagar Industrial Park, IIT Kharagpur, Tata Metaliks, Kalaikunda
Kharagpur is an engineering and logistics hub — home to IIT Kharagpur, one of the world's longest railway platforms, and the Vidyasagar Industrial Park.
What Is Company to OPC / LLP Conversion?
A quick, plain-language explanation before the details.
Converting a company to an OPC or LLP changes its legal form — an OPC lets a single owner run a company with limited liability, while an LLP gives partners limited liability with lighter compliance — without starting a brand-new business from scratch.
A Private Limited Company converts to a One Person Company under Section 18 of the Companies Act, 2013 (Form INC-6) where there is a single shareholder within the prescribed capital and turnover limits. Conversion to an LLP is done under Section 366 of the Companies Act, 2013 read with the Third Schedule of the LLP Act, 2008 (Form 18 filed with FiLLiP), on which all shareholders become partners.
Both routes are administered by the Ministry of Corporate Affairs (MCA) through the Registrar of Companies (ROC) on the MCA21 V3 portal.
On approval the MCA issues a fresh certificate for the new entity form, which continues permanently subject to its annual ROC and income-tax compliance.
Quick Facts
Is This Service Right for You?
Ideal for
- Single-owner Private Limited Companies wanting the simpler OPC form
- Companies within the ₹50 lakh capital / ₹2 crore turnover OPC limits
- Companies preferring the partnership-style flexibility of an LLP
- Founders wanting lower ROC compliance than a Private Limited Company
- All shareholders willing to become partners in an LLP
- Businesses with no unresolved creditor objections to conversion
You may need this if
- You are the sole shareholder and want to run the business as an OPC
- Your paid-up capital and turnover are within the OPC ceilings
- You want to reduce compliance and audit cost by moving to an LLP
- Every shareholder agrees to be a partner in the new LLP
- You can obtain a No-Objection Certificate from each creditor
- You want a distinct entity form better suited to your ownership
Not sure if you need this?
Talk to an Expert →Why Convert a Company to an OPC or LLP?
Businesses convert to change the ownership form, reduce compliance, or better match the number of owners. Here are the key reasons.
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01
Single-Owner Simplicity
When a company is down to one shareholder, converting to an OPC aligns the legal form with the reality of single ownership while keeping limited liability.
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02
Lighter Compliance
An LLP has fewer ROC filings and no mandatory board-meeting or statutory-audit burden below the prescribed thresholds, cutting ongoing compliance cost.
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03
Limited Liability Retained
Both an OPC and an LLP keep the owners’ liability limited and the business as a separate legal person — conversion does not expose personal assets.
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04
Partnership Flexibility
An LLP lets partners agree their own profit-sharing and management terms in the LLP agreement, offering more internal flexibility than a company.
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05
Business Continuity
Assets, liabilities and contracts carry over to the converted entity — there is no need to wind up and re-start the business.
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06
Cost Efficiency
Reducing statutory audit and filing requirements through the right entity form can lower the annual cost of running the business.
Simple, Transparent Pricing
Custom quote for your case
Fees depend on your business type and scope. Get a clear, itemised quote upfront — no hidden professional charges, government fee billed at actuals.
Who Can Apply?
Eligibility checklist
- For OPC: a single shareholder, with paid-up capital ≤ ₹50 lakh and average annual turnover ≤ ₹2 crore
- Board resolution approving the proposed conversion
- Shareholder approval by special resolution in general meeting
- For LLP: all shareholders agree to become partners of the LLP
- For LLP: a No-Objection Certificate from every secured creditor
- No pending prosecution, non-compliance or overdue statutory filings
Everything You Need. One Professional Team.
Consultation
Assess your ownership, capital and turnover and recommend OPC vs LLP.
Eligibility Check
Confirm the OPC capital/turnover limits or the LLP creditor-consent position.
Board & Shareholder Approval
Draft the board resolution and the special resolution for conversion.
Creditor NOCs
Prepare and collect No-Objection Certificates from creditors for the LLP route.
Form Preparation
Prepare Form INC-6 (OPC) or Form 18 with FiLLiP (LLP) and supporting documents.
MCA Filing
File on the MCA21 V3 portal with the DSC of the authorised signatory.
Follow-up
Track the SRN and respond to any ROC resubmission or query on your behalf.
Fresh Certificate
Hand over the new certificate for the converted OPC or LLP.
What You’ll Receive
What Documents Are Required for Conversion?
Requirements are grouped by company records, members/directors and approvals. Keep clear scans (PDF/JPG) ready — everything is collected securely online.
Company Records
Existing company documents- Certificate of Incorporation, MOA & AOA
- Company PAN
- Latest audited financial statements
- Board resolution & special resolution for conversion
Members & Directors
For shareholder(s) / directors / partners- PAN & Aadhaar of shareholder(s) and directors
- Address proof (bank statement / utility bill, within 2 months)
- Passport-size photograph
- DSC of the authorised signatory / proposed partners
Approvals & Office
Consents and registered office- No-Objection Certificate from each creditor (LLP route)
- Consent of the nominee (OPC route)
- Registered-office utility bill + owner’s NOC
- List of creditors & statement of assets and liabilities
DSC is mandatory
The MCA forms (INC-6 or Form 18 + FiLLiP) must be signed with a Class-3 Digital Signature Certificate of the authorised signatory / proposed partners. We arrange this as part of the process.
OPC limits are strict
Conversion to an OPC is available only when the company has a single shareholder, paid-up capital ≤ ₹50 lakh and average annual turnover ≤ ₹2 crore. We confirm this before filing INC-6.
Creditor NOC for LLP
The LLP route under Section 366 requires a No-Objection Certificate from every creditor, and all shareholders must consent to become partners of the LLP.
Filings must be current
The company should have no overdue ROC or income-tax filings and no pending prosecution. We flag and help clear any pending compliance before conversion.
Don’t have all the documents?
We’ll identify what your case needs →How to Convert a Company to an OPC or LLP (Step by Step)
The entire conversion happens online through the MCA21 V3 portal.
Consultation & route selection
Review ownership, capital and turnover to choose the OPC (Section 18) or LLP (Section 366) route and confirm eligibility.
Board approval
Pass a board resolution approving the conversion and authorising the filings and signatory.
Shareholder approval
Obtain shareholder approval by special resolution in a general meeting, with proper notice and minutes.
Consents & NOCs
Collect the nominee’s consent (OPC) or the No-Objection Certificate from each creditor and partner consents (LLP).
MCA filing
File Form INC-6 for the OPC, or Form 18 with FiLLiP for the LLP, on the MCA21 V3 portal with supporting documents and DSC.
Fresh certificate issued
On approval the ROC issues the fresh certificate for the converted OPC or LLP. Post-conversion updates (PAN, bank, licences) follow.
How Long Does Conversion Take?
| Stage | Expected Time |
|---|---|
| Board & shareholder approvals + document preparation | 7–15 working days |
| Creditor NOCs / nominee consent + form drafting | 5–15 working days |
| MCA filing + ROC approval & fresh certificate | 10–20 working days |
Typical end-to-end conversion takes around 20–45 working days, subject to creditor responses (LLP route) and MCA processing. Resubmission queries or delays in obtaining consents can extend the timeline until they are resolved.
Key Dates — At a Glance
| Frequency | What Is Due |
|---|---|
| Immediately After | Update PAN / TAN to the new entity · Intimate banks, GST and licences of the change · Update the entity name on signage, invoices & letterheads |
| OPC — Annually | AOC-4 & MGT-7A with ROC · Statutory audit of accounts · Director DIR-3 KYC by 30 September |
| LLP — Annually | Form 11 (annual return) by 30 May · Form 8 (statement of accounts & solvency) by 30 October · Audit only if turnover / contribution crosses limits |
| Event-Based | File the LLP agreement (Form 3) after conversion · Update partners / nominee changes with ROC · Income-tax return of the converted entity |
Dates are indicative and may change with government notifications. Our team tracks every deadline so you never miss a filing.
Doing It Yourself vs TaxClue
Doing It Yourself
- Decide between the OPC and LLP route on your own
- Verify the OPC capital and turnover limits precisely
- Draft the board and special resolutions correctly
- Collect a valid No-Objection Certificate from each creditor
- Prepare Form INC-6 or Form 18 + FiLLiP without errors
- Handle ROC resubmission queries
- Risk delays and re-filing on rejection
With TaxClue
- Expert recommends the right route for your ownership & size
- OPC limits and eligibility confirmed before filing
- Board & special resolutions drafted correctly
- Creditor NOCs and partner consents managed for you
- INC-6 / Form 18 + FiLLiP prepared and reviewed before filing
- ROC queries answered by our team
- Higher first-time approval, fewer delays
Skip the guesswork.
Let an expert handle it →Common Mistakes That Delay Your Application
TaxClue reviews your documents before filing to reduce avoidable errors.
What Compliance Applies After Conversion?
Immediately After
- Update PAN / TAN to the new entity
- Intimate banks, GST and licences of the change
- Update the entity name on signage, invoices & letterheads
OPC — Annually
- AOC-4 & MGT-7A with ROC
- Statutory audit of accounts
- Director DIR-3 KYC by 30 September
LLP — Annually
- Form 11 (annual return) by 30 May
- Form 8 (statement of accounts & solvency) by 30 October
- Audit only if turnover / contribution crosses limits
Event-Based
- File the LLP agreement (Form 3) after conversion
- Update partners / nominee changes with ROC
- Income-tax return of the converted entity
Penalties & Consequences
What is at stake if you do not comply
- An OPC conversion filed above the ₹50 lakh capital or ₹2 crore turnover ceiling is rejected.
- Filing INC-6 while more than one shareholder still exists gets the application refused.
- The LLP route under Section 366 fails without a No-Objection Certificate from every creditor.
- Overdue ROC or income-tax filings block the conversion until they are cleared.
- Ongoing compliance lapses keep accumulating additional fees of ₹100/day per form.
Regulatory Updates 2025–26
- 2025: All conversion, strike-off and LLP-change forms are now filed on the MCA V3 portal; the legacy V2 portal has been retired.
- 2025: DIR-3 KYC of every director/DIN holder is due by 30 September each year; a lapsed DIN attracts a ₹5,000 reactivation fee.
Why Businesses Choose TaxClue
CA / CS Team
Qualified Chartered Accountants and Company Secretaries handle your conversion.
End-to-End
From eligibility check to the fresh certificate — fully managed, minimal effort from you.
Fast Turnaround
Committed timelines with proactive status updates at every stage.
100% Online
Everything over WhatsApp / email — no office visits required.
Transparent Fees
A fixed fee quoted upfront — ₹0 hidden professional charges.
Post-Service Support
Guidance on the post-conversion filings and updates you need next.
Your Documents Deserve Professional Care
- Documents handled by professionals under confidentiality
- Access limited to the team working on your file
- Communication over secure digital channels
- Documents retained only as long as needed for compliance
Frequently Asked Questions
Can a Private Limited Company be converted into an OPC?
What are the limits for converting a company to an OPC?
How is a company converted into an LLP?
Which form is used to convert a company to an OPC?
Which form is used to convert a company to an LLP?
Do I need consent from creditors to convert a company to an LLP?
What happens to the shareholders when a company converts to an LLP?
Is board and shareholder approval required for conversion?
Does the business have to shut down and restart after conversion?
How long does the conversion take?
What compliance is needed after conversion?
Can any company convert to an OPC or LLP?
How do I convert my private limited company into an LLP under Section 366?
What are the conditions for converting a company into a One Person Company?
Can a company with more than one shareholder convert to an OPC?
Does conversion to an LLP attract capital gains tax?
Is a fresh PAN required after converting a company to an OPC or LLP?
Official Sources & Legal References
Every regulatory detail on this page — sections, forms, limits and timelines — is drawn from primary law and official government sources. Verify them directly:
- MCA — Ministry of Corporate AffairsOfficial portal to file INC-6, Form 18 with FiLLiP and track conversion
- Companies Act, 2013 — full textSection 18 (OPC conversion) and Section 366 (conversion to LLP) · India Code
- LLP Act, 2008 & Third ScheduleGoverning law and the Third Schedule for company-to-LLP conversion · India Code
- MCA — Company & LLP forms downloadINC-6, Form 18 and FiLLiP e-forms and instruction kits
Related Guides
Private Company to OPC Conversion
Read guide ArticleFirms & LLPs into Companies (Sec 18)
Read guide ArticleProprietorship to LLP Guide
Read guide ArticleOPC to Private / Public Conversion
Read guide ArticlePost-Incorporation Compliance
Read guide ArticleStamp Duty on MOA & AOA
Read guide ArticleMCA Waiver of Additional Fees
Read guideCompany to OPC / LLP Conversion Resources — All Free
Convert Your Company to an OPC or LLP
Expert-managed conversion — eligibility check, board and shareholder approvals, creditor NOCs, INC-6 or Form 18 + FiLLiP filing and the fresh certificate, end to end. Free consultation, fixed fee quoted upfront, zero hidden charges.