Introduction

Section 24 of the Limited Liability Partnerships Act provides that a partnership may convert itself into a limited liability partnership.

Section 15 of the Registration of Business Names Act then provides that where a business ceases to carry on business, the individual/personal representative, or the corporation, as the case may be, shall within three months after the business has ceased to be carried on, issue a notice of cessation to the Registrar.

Process of Converting a Business Name to LLP

1. Log in to the e-Citizen self-service portal.
2. Select Business Registration Service for “cessation of business name to convert”
3. Attach a copy of your current business name and registration certificate.
4. Fill out the Notice of Cessation of a Business, sign and upload.
5. Pay the required fees- Kshs. 800.
6. Upon application, the Registrar shall issue a Certificate of Cessation of Business Name.
7. Log into the e-Citizen self- service portal to start the application for registration of the LLP.
8. Select Business Service Registration- select Limited Liability Partnership.
9. Submit three (3) proposed names. (You will receive confirmation of the approved name within 24 hours)
10. Fill in the required details as follows, download the statement of particulars, have it signed by the proprietor(s) then upload:
    • details of the proposed Partners and Manager(s)
    • General nature of business of the LLP- you will need to provide proof i.e. Practicing Certificates, letter of no objection, depending on the nature of business.
    • Proposed registered office address of the Partnership.
    • Postal Address and Phone/mobile numbers.
    • Pay the required fees – Kshs. 25,000.
11. The Registrar of Companies shall at their discretion register the LLP, and thereafter issue a Certificate of Registration.

Required documents:

1. ID card copy – for each Partner and Manager.
2. KRA Pin Certificate – for each Partner and Manager.
3. 2 original passport photos – for each Partner and Manager.