Conversion of Limited Liability Partnership

Types of conversion 

  1. From conventional partnership;
  2. From Private company; or
  3. From conventional professional firms to LLP for Professional Practices


Application for conversion 

Only the Compliance Officer appointed by LLP may lodge the application of conversion:

  1. One partner or company secretary (pursuant to the Companies Act 2016)
  2. Individuals who are citizens/permanent residents of Malaysia aged 18 years and over


Procedures for conversion to LLP 

1. From Conventional Partnership to LLP 

    • The name and registration number of conventional partnership;
    • The date on which the conventional partnership was registered under the Business Registration Act 1956 or any other written law;
    • The partner is composed of the same person;
    • That as the date of the application, the conventional partnership appears to be liable to pay its debts as they become due in the normal course of business;
    • Name of proposed LLP;
    • General nature of proposed business of LLP;
    • Proposed registered office of LLP;
    • Names and details of every person who is to be a partner of LLP; 
    • Names and details of compliance officers of LLP;

2. From Private Companies to LLP 

    • The Name and registration number of the private company;
    • The date on which the private company was incorporated under the Companies Act 1965 or 2016;
    • That as at the application date, the private company appears to be able to pay its debts as they become due in the normal course of business; 
    • That as at the application date, all outstanding statutory fees or any amount owing to any government agency has been settled; 
    • That the private company has placed an advertisement in at least one widely circulated newspaper in Malaysia and published a notification in the Gazette of its intention to convert to a limited liability partnership; 
    • That all the creditors have agreed with the application to convert to LLP 
    • All shareholders agree with the application to convert to LLP
    • Name of proposed LLP;
    • General nature of proposed business of LLP;
    • Proposed registered office of LLP;
    • Names and details of every person who is to be a partner of LLP;
    • Names and details of compliance officers of LLP; 

3. From conventional professional firms to LLP for Professional Practices 

    • The name and registration number (if any) of the conventional professional firm;
    • The date on which the conventional professional firm was registered under the relevant law; 
    • That as at the date of the application, the conventional professional firm appears to be able to pay its debts as they become due in the normal course of business;
    • A letter of approval or letter of no objection from the relevant governing body as specified in the third column of the First Schedule of the LLP Act 2012;
    • Name of proposed LLP;
    • General nature of proposed business of LLP;
    • Proposed registered office of LLP;
    • Names and details of every person who is to be a partner of LLP;
    • Names and details of compliance officers of LLP;


Registration fee

Fee for LLP conversion is RM500.00

Note:

  1. Only notice of conversion will be issued.
  2. Certificate of registration of LLP would be issued by SSM upon request together with the prescribed fee.