Section 2. Conversion of company into a limited liability partnership

2. Conversion of company into a limited liability partnership.— (1) A company may convert into a limited liability partnership by complying with the requirements as to the conversion set out in this Schedule. (2) Upon such conversion, the company, its shareholders, the limited liability partnership into which the company has converted and the partners of that limited liability partnership shall be bound by the provisions of this Schedule that are applicable to them. 2. Definitions.— (1) In this Act, unless the context otherwise requires, — (a) "address", in relation to a partner of a limited liability partnership, means — (i) if an individual, his usual residential address; and (ii) if a body corporate, the address of its registered office; (b) "advocate" means an advocate as defined in clause (a) of sub-section (1) of section 2 of the Advocates Act, 1961 (25 of 1961); (c) "Appellate Tribunal" means the National Company Law Appellate Tribunal constituted under 2[section 410] of 3[the Companies Act, 2013 (18 of 2013)]; (d) "body corporate" means a company as defined in[4] [clause (20) of section 2] of[3] [the — Companies Act, 2013 (18 of 2013)] and includes (i) a limited liability partnership registered under this Act; (ii) a limited liability partnership incorporated outside India; and (iii) a company incorporated outside India, but does not include — (i) a corporation sole; (ii) a co-operative society registered under any law for the time being in force; and (iii) any other body corporate (not being a company as defined in[4] [clause (20) of section 2] of[3] [the Companies Act, 2013 (18 of 2013)] or a limited liability partnership as defined in this Act), which the Central Government may, by notification in the Official Gazette, specify in this behalf; (e) "business" includes every trade, profession, service[5] [and occupation except any activity which the Central Government may, by notification, exclude]; 2. All the partners of a limited liability partnership are entitled to share equally in the capital, profits and losses of the limited liability partnership. 2. Conversion from firm into limited liability partnership.— (1) A firm may convert into a limited liability partnership by complying with the requirements as to the conversion set out in this Schedule. (2) Upon such conversion, the partners of the firm shall be bound by the provisions of this Schedule that are applicable to them. 2. Eligibility for conversion of private companies into limited liability partnership.— (1) A company may convert into a limited liability partnership by complying with the requirements as to the conversion set out in this Schedule. (2) A company may apply to convert into a limited liability partnership in accordance with this Schedule if and only if — (a) there is no security interest in its assets subsisting or in force at the time of application; and (b) the partners of the limited liability partnership to which it converts comprise all the shareholders of the company and no one else. (3) Upon such conversion, the company, its shareholders, the limited liability partnership into which the company has converted and the partners of that limited liability partnership shall be bound by the provisions of this Schedule that are applicable to them.