Skip to content
The Classic Partners LLP · ROC Filings

INC-27 — Conversion of Company

As a business grows or its ownership changes, its legal structure sometimes needs to change with it. Form INC-27 is how that conversion is formally recorded with the ROC.

Quick answer

Form INC-27 is filed to convert a company from one type to another — private limited to public limited, public limited to private, or a One Person Company to a private or public limited company. Each conversion path has its own trigger and pre-conditions: an OPC must convert once it exceeds prescribed turnover or capital thresholds (or may convert voluntarily after the required period), while private-to-public conversions require a special resolution and altered MOA/AOA. The filing is supported by the special resolution, altered constitutional documents, and, for some conversions, a declaration of solvency.

What we cover

What this service covers

Every common conversion path for an existing company.

  • Private limited to public limited conversion
  • Public limited to private limited conversion
  • OPC to private or public limited conversion
  • Drafting the special resolution and altered MOA/AOA
  • Assessing eligibility and mandatory conversion triggers
  • Filing Form INC-27 with all supporting documents
Key components

Key components

The three most common conversion routes we handle.

📈

Private to Public

Typically pursued for fundraising or listing plans, requiring a special resolution and minimum member/director thresholds.

📉

Public to Private

Requires special resolution, and in some cases Tribunal or Regional Director approval depending on the company's circumstances.

🔄

OPC to Private/Public

Mandatory once turnover or paid-up capital thresholds are crossed, or optional after the minimum period from incorporation.

How we work

Our process

From initial consultation to completion.

1

Assess Eligibility

Confirm the company meets the conditions for the specific conversion being pursued.

2

Pass Special Resolution

Obtain member approval and alter the MOA and AOA accordingly.

3

Compile Supporting Documents

Prepare declarations, altered documents and any required approvals.

4

File Form INC-27

Submit the conversion application to the ROC for approval.

Why choose us

Why conversions need careful sequencing

What sets our approach apart.

Eligibility conditions differ by conversion type

An OPC-to-private conversion has different thresholds and triggers than a private-to-public one — we confirm which applies before filing.

MOA and AOA need full alteration, not just updates

A structural conversion changes the fundamental rights and obligations in these documents, which needs careful drafting, not a simple edit.

Some conversions are mandatory, not optional

An OPC that crosses prescribed thresholds must convert within a set period — we flag this proactively so it isn't missed.

FAQs

INC-27 — Conversion of Company questions answered

What people ask before engaging us.

It becomes mandatory once the OPC crosses prescribed paid-up capital or average turnover thresholds; below those, conversion can be done voluntarily after the minimum period from incorporation.
A public company requires a minimum of three directors and seven members, compared to two directors and two members for a private company.
Some public-to-private conversions require confirmation from the Regional Director or, in certain cases, the Tribunal, depending on the company's specifics — we assess this case by case.
No, the PAN remains the same; only the company's classification, name suffix and constitutional documents are updated to reflect the new type.

Considering a change in company structure?

We'll confirm eligibility and manage the INC-27 filing end to end.

Scroll to Top