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Conversion of Proprietorship to Private Limited Company

Convert your Sole Proprietorship into a Private Limited Company online with expert CA support. Get Digital Signature, DIN, Name Approval, MOA & AOA — all at affordable prices.

Affordable Price
Digital Signature & DIN for Directors
Name Search Approval
Company PAN Card
MOA / AOA Drafting
Fast & Online Process

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Procedure

Proprietor to Private Company Conversion Procedure

01
Proprietor

Complete the Conversion of Sole Proprietor Application Form.

02
Documents

Provide us with pertinent documents.

03
Payment

Make an online payment.

04
Process

Our executive will manage the Application process for Conversion of Sole Proprietor.

05
Certificate

We will mail you a Certificate of Incorporation.

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Conversion of Proprietorship to Private Limited
Definition

Conversion of Sole Proprietor to Private Limited Company

A proprietorship, also referred to as a sole proprietorship, is a business that is run by only one person. As a single proprietorship is run by one person, there are no issues with management of such a business.

You can convert your proprietorship to a private limited company if your firm grows and your liabilities do as well. An individual must have or engage into a formal agreement for the conversion process in order to proceed, which is a difficult and drawn-out process — so you can seek the assistance of a legal advisor from us.

Requirements

Minimum Requirements for Conversion

DPIN & DSC for All Partners

Every partner must have a valid DPIN and DSC

Min 2 Shareholders & 2 Directors

At least 2 shareholders and 2 directors required

Indian Resident Director

At least one director must be an Indian resident

Documents

Documents Required for Conversion

For Partners
  • Copy of each proposed partner's PAN card
  • Passport / Voter ID / Ration card / Driving license / Aadhaar
  • Most recent passport-size photos (2 copies)
  • Passport (for Foreign Nationals / NRIs)
For Business Place
  • Electricity / Telephone / Gas / Mobile bills
  • Utility bills from the company location (max 2 months old)
  • Rented premises agreement or property papers
  • Landlord NOC (in downloaded PDF format)
Other Documents
  • Bank statements (last 2 months)
  • Digital Signature Certificate (DSC)
  • MOA & AOA (we draft)
  • Slump sale agreement
Conditions

Conditions for Conversion of Proprietor to Private Limited Company

Business Receives Ownership

The business receives ownership of all of the proprietorship's assets and liabilities.

50% Ownership Stake

The individual sole proprietor's ownership stake should be at least 50%.

5-Year Validity

The ownership of the shares must be valid for five years.

No Share Allocation Benefits

The sole proprietor cannot get any benefits relating to the allocation of shares.

Sale / Takeover Agreement

The proprietorship firm and the corporation must execute a sale agreement or takeover agreement.

MOA Objective

According to the MOA, one of the company's goals must be to acquire the sole proprietorship's business.

Detailed Process

Procedure for Conversion of Proprietor to Private Limited Company

01
Step 1: Formalities for a Slump Sale

The owner must follow all slump selling requirements.

02
Step 2: Apply for DIN and DSC

The applicant must then apply for a Director Identification Number (DIN) and a Digital Signature Certificate (DSC).

03
Step 3: Verification of Company Name

The company name is checked and verified in this step to ensure that it complies with the Ministry of Corporate Affairs' (MCA) requirement.

04
Step 4: Draft the MOA and AOA

Next, the proprietor must draft the Memorandum of Association and the Articles of Association.

05
Step 5: Filling out the Form

The applicant would file the application form to obtain the certificate of incorporation once the name of the company has been approved by the appropriate authorities.

06
Step 6: Document Submission

After completing the aforementioned steps, the applicant must submit all necessary paperwork to the MCA.

07
Step 7: Company Incorporation

The MCA and Registrar of Companies will issue the company's certificate of incorporation after confirming the procedure.

08
Step 8: Update a Bank Account

The next step is to update a bank account in the company's name to manage day-to-day operations on the organization's behalf.

09
Step 9: Apply for PAN and TAN Number

The applicant must now apply with the necessary authority for a PAN and TAN number.

It takes 15-30 working days (approx.) to complete the Conversion process. The timeline may vary depending on responses from the MCA/ROC department.
Benefits

Benefits of Conversion of Proprietorship into Company

Limited Liability

The status of being legally responsible only for a limited amount of a company's debts. Members' liability on winding-up is limited to the amount unpaid on their shares.

Fund Raising

In India, the only type of business that can raise funds from Venture Capitalists or Angel Investors is a Private Limited Company.

Perpetual Succession

The entity will continue to exist even after a proprietor dies. Even if a particular employee leaves, the business continues to run.

Better Reputation

Compared to a sole proprietorship, a Private Limited Company has a better reputation due to its registration with the MCA.

Separate Legal Entity

The company is a separate legal entity distinct from its owners — assets and liabilities are separate.

Tax Efficiency

Private Limited Companies can claim corporation tax relief on profits, resulting in significant savings.

What's Included

What Is Included In Our Package?

DIN for 2 Directors
Digital Signature for 2 Directors
Name Search & Approval
MOA / AOA
Company PAN Card
Why Us

Why Choose S.K. & Associates

30+ Offices

Across India

10+ Years

Industry Experience

Economical & Fast

Quick turnaround

Money Back

Guarantee

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Trusted by Leading Brands

John Deere
Blue Tokai
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Hindustan Unilever
Rockland
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FAQ

Frequently Asked Questions

Yes, a minimum of 2 directors are required to register a Private Limited Company. Additionally, at least one director must be an Indian resident.

Any individual or body corporate can be a shareholder of a Private Limited Company. A person can be both a director and a shareholder. NRIs and foreign nationals can also become members subject to FEMA regulations.

No, the entire conversion process is 100% online. You don't need to be physically present — all documents can be signed digitally using DSC.

Our package price includes professional fees. Government fees (ROC + stamp duty) vary by state and authorized capital — these are disclosed upfront. No hidden charges.

Typically 15-30 working days, depending on document readiness and MCA approval speed. The timeline may vary based on state and completeness of submissions.

Yes, NRIs and foreign nationals can become directors in an Indian Private Limited Company, subject to FEMA and RBI regulations. At least one director must be an Indian resident.