Sole Proprietorship To PVT. LTD. Company

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Transfer of a Sole Proprietorship into a Private Limited Company is a great way for lone traders to expand their enterprise by bringing in more members minus the personal liability. Since a sole proprietorship has only one person, it can’t be converted into a Private Limited Company directly. It can be done by either shutting the proprietorship and registering a Private Limited Company with new directors and shareholders or by adding another person while converting it into a Private Limited Company. A sole proprietor can then enjoy business expansion and going concern for the Private Limited Company rather than letting the business die off with the sole owner.




To register your business as a Private Limited Company, you require the following:

The membership can be extended beyond a sole proprietor to 2-200 members.
Separate legal identity of business with going concern.
Limited liability to the extent of shares invested.
Capacity to expand business by raising private share capital.
Collective decision making of all directors and shareholders.
Taxes are chargeable at 30% plus surcharges as well as cess.

Documents Checklist


To have your sole proprietorship registered as a private limited company, the following documents are to be furnished with digital signatures of the concerned parties.

  • Application for Digital Signature Certificate (DSC)
  • INC-9 Declaration by the Director and Shareholders
  • Consent to Act as Director: Form DIR-2
  • Details of DIN
  • Declaration of DIN (If DIN is allotted previously)
  • Address Proof: Electricity bill / Tax Paid receipt
  • No objection letter from the owner of the company property if leased

Shareholders and Directors have to submit their identity proof and latest address proof

  • Acceptable Documents
  • Primary ID: Permanent Account Number (PAN) (Mandatory in case of Indian Nationals) PASSPORT (Mandatory in case of Foreign Nationals )
  • Additional ID: Aadhaar Card or Driving License or Passport or Voter ID
  • Latest Address Proof: Telephone Bill, electricity bill, bank statement or bank passbook with the latest entry not older than 60 days

The following documents may be required for registration on a case to case circumstance:

  • NOC for the usage of a brand name from its trademark owner
  • Resolution and NOC from an existing Company / LLP for the use of a name similar to their company.
  • Declaration for complying with sectoral regulatory compliance

Registration Requirement

To register a Producer Company in India in compliance with the Companies Act, 2013, the company requires the following shareholders in any combination given below: