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Convert Your Partnership Firm into a Private Limited Company

Convert a partnership firm to a private limited company under Section 366 or by business transfer. Filing and documents handled by qualified professionals.

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Partnership Firm to Private Limited Company Conversion at a glance

Professional fee
Quote on request, confirmed before you pay
Typical timeline
Conversion typically takes 4 to 8 weeks after documents are complete, depending on notices, consents and ROC processing.
Who handles it
A qualified professional from the Vibence partner network
Documents
Partnership deed and registration certificate of the firm, PAN of the firm and of every partner, Identity and address proof of partners and more
Included free
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Last reviewed October 2026

A partnership firm that wants limited liability, investor funding or a more formal structure can move to a private limited company. A registered partnership firm can apply to register as a company under Section 366 of the Companies Act, 2013 using Form URC-1. The partners become shareholders, and the firm's assets and liabilities vest in the company. Alternatively, a new company can be formed and the business transferred to it.

Vibence helps you choose the right route and manages the filings through qualified professionals from the Vibence partner network. We check your firm's eligibility, prepare the URC-1 application with its supporting documents, draft the MOA and AOA, and guide you on publishing the required notices. After registration, we help you transfer GST, bank accounts and licences to the new company.

Who this is for

  • Registered partnership firms wanting limited liability
  • Firms preparing to raise equity investment
  • Family firms planning long-term succession
  • Partners wanting a more formal governance structure

Limited liability

Partners become shareholders with liability limited to their shares.

Business continuity

Assets, liabilities and contracts vest in the new company.

Easier fundraising

A company can issue shares to investors in a recognised format.

Perpetual succession

The company continues regardless of changes in ownership.

Scope & price

What's included

  • Eligibility review of the partnership firm
  • Advice on Section 366 conversion versus business transfer
  • Preparation and filing of Form URC-1 with supporting documents
  • Drafting of MOA and AOA
  • Guidance on newspaper notices and partner consents
  • Support with transferring GST, bank accounts and licences
Professional feeQuote on request

We confirm an itemised fixed price for your exact case before any payment.

Get my quote
  • Free Ambition Pro for 12 months
  • Domains at cost

Government filing fees, stamp duty and GST are payable in addition to our fee and vary with your state and the company's capital.

Checklist

Documents you'll need

  • Partnership deed and registration certificate of the firm
  • PAN of the firm and of every partner
  • Identity and address proof of partners
  • Latest financial statements and income tax returns of the firm
  • Written consent of all partners to the conversion
  • Proof of registered office address
  • List of creditors with their consent where required
Timeline

Conversion typically takes 4 to 8 weeks after documents are complete, depending on notices, consents and ROC processing.

Government fees

Government filing fees, stamp duty and GST are payable in addition to our fee and vary with your state and the company's capital.

Who does the work

Qualified professionals from the Vibence partner network, with certification wherever the law requires it.

How it works

The process

  1. Review the firmWe check registration, partner details and financials to choose the route.
  2. Partner consentPartners approve the conversion and the proposed company name.
  3. Prepare documentsProfessionals draft the MOA, AOA and URC-1 attachments.
  4. File with ROCThe application is filed with the Registrar of Companies.
  5. TransitionAfter registration, we help move registrations and accounts to the company.
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Partnership Firm to Private Limited Company Conversion: FAQs

Can any partnership firm convert into a private limited company?

The Section 366 route is available to partnership firms registered under the Indian Partnership Act. The firm must meet the conditions set in the Act and rules, including the minimum number of members and consent of the partners. An unregistered firm can register first, or follow the alternative route of incorporating a new company and transferring the business.

What is Form URC-1?

Form URC-1 is the application filed with the Registrar of Companies to register an existing entity, such as a partnership firm or LLP, as a company under Part I of Chapter XXI of the Companies Act, 2013. It is filed with supporting documents such as partner consents, a list of members, financial statements and the proposed MOA and AOA.

What happens to the firm's assets and liabilities?

When a firm is registered as a company under Section 366, its property, rights and liabilities vest in the company by operation of law. Existing contracts and legal proceedings generally continue with the company. In a business transfer route, assets and liabilities move through a transfer agreement instead, which may have different tax and stamp duty effects.

Is the conversion taxable?

Income-tax law provides relief for certain conversions of firms into companies where specific conditions are met, such as continuity of partners as shareholders in the same proportion. If the conditions are not met, capital gains may arise. A professional from the Vibence partner network reviews your case before filing.

Do I need a new GST registration after conversion?

Yes. The company will have a new PAN, so it needs its own GST registration. Unused input tax credit of the firm can generally be transferred to the company by filing the prescribed form when the business moves as a going concern. The firm's GST registration is then cancelled.