Win10 to Win11 Upgrade not possible on Guest

Discussions about using Windows guests in VirtualBox.
Post Reply
DSB Cloudian
Posts: 7
Joined: 1. Apr 2022, 23:04

Win10 to Win11 Upgrade not possible on Guest

Post by DSB Cloudian »

My Windows 10 Pro (registered) guest does not currently meet the minimum system requirements to run Windows 11.
The PC Health Check app shows 3 issues (2 warnings: "Secure boot" and "TPM 2.0") and 3rd is the one I think is blocking the upgrade:
-The processor is not currently supported by Windows 11
-Processor: Intel Core i7-3740QM CPU @ 2.7GHz

The host laptop is running Win10 Pro (registered) which reports the same failure to upgrade and lists the same CPU.

Is there a workaround for the guest?
Q: Is the guest's vCPU always going to match the host's CPU?

Am I stuck on Win10 for the host and all the Win10 guests until I get a new laptop?
Posts: 122
Joined: 20. May 2017, 05:07
Primary OS: Fedora other
VBox Version: OSE Fedora
Guest OSses: Windows XP x86

Re: Win10 to Win11 Upgrade not possible on Guest

Post by FranceBB »

Well, in theory you could backup your current Windows 10 VM, then create a new entry in the virtualbox manager targeting Windows 11 by making sure it's set to UEFI and with a TPM 2.0, then attach the Windows 10 vdi disk to it and hope for the best.

The main issue I can think with this plan of action though is that you installed Windows 10 on BIOS and when you're gonna try to boot on UEFI it won't work as it won't find any boot partition, so technically you would need a way to convert your BIOS windows 10 installation to a UEFI windows 10 installation, then add the virtual TPM, then add the registry's windows 11 bypass that you can find in the guest additions so that it won't complain about the CPU and then upgrade.
Keep in mind, though, that there's a high chance that your OS will become unbootable in the process, so please copy the vdi to a safe place before you start messing around with this.

Here's the guide to convert from BIOS to UEFI from the Microsoft website ... 1405f800d7
Posts: 431
Joined: 2. May 2010, 14:19
Primary OS: Fedora other
VBox Version: VirtualBox+Oracle ExtPack
Guest OSses: Windows, Linux, other Unixes
Location: Artem S. Tashkinov

Re: Win10 to Win11 Upgrade not possible on Guest

Post by birdie »

If you're not using EFI/GPT, converting from MBR to it is risky, please make a full copy of your VM and then try it:
DSB Cloudian
Posts: 7
Joined: 1. Apr 2022, 23:04

Re: Win10 to Win11 Upgrade not possible on Guest

Post by DSB Cloudian »

Follow up:
The Win10 host system's TPM "Specification Version" is 1.2 and cannot be updated (Lenovo W530 laptop).

But... The Win10 guest shows that "Standard hardware security is not supported".
TPM seems to be enabled by changing the guest's TPM setting in "System" > "Motherboard" > "TPM" = 2.0 (currently set to "none")
- Will that cause a problem with the guest on the next boot? Or will it just discover the new TPM "hardware" and be happy?

EDIT - I changed the guest's settings to TPM=2.0 and rebooted.
I checked the "Device Driver" page for the guest, and the Trusted Platform Module 2.0 is in installed, but it didn't start.
Device Status:
This device cannot start. (Code 10)
A protocol error was detected between the driver and the device.

The Windows Security setting still shows "Standard hardware security is not supported".
Uninstalling / rescanning is the same and "Update Driver" shows it has the latest driver (Microsoft, 6/21/2006, 10.0.19041.4291).

... technically you would need a way to convert your BIOS windows 10 installation to a UEFI windows 10 installation
Is it safe to assume that "Enable EFI (Special OSes Only) in the guest's Settings the same as enabling UEFI? Otherwise, I can't find a setting labeled "UEFI".
The link provided shows the way (potentially) to convert the existing "BIOS" booting to "UEFI" booting: ... 1405f800d7
I understand this may or may not work. So, I'll make sure to make a clone the guest before I start.

EDIT - The conversion command couldn't validate the Disk, so it couldn't start the conversion.
The procedure on the link is outdated. The menus have changed, and it takes a few extra clicks to get to the CMD window (after a restart).
Then the 1st test is "mbr2gpt.exe /validate /allowfullos" and it fails with the message "Disk layout validation failed for disk 0".
Also, before you start, make sure you have the login details for the local machine's Admin account. Using a domain account isn't going to allow you to get to the point where you can run the mbr2gpt command

then add the registry's windows 11 bypass that you can find in the guest additions so that it won't complain about the CPU and then upgrade
Looking in the guest's C:\Program Files\Oracle\VirtualBox Guests Editions\ folder, there are a few .inf files, but none seem to have any obvious "windows 11 bypass" parameter.
Any clues here?

EDIT - Also, thanks for posting this link.
As for unsupported CPU, you could try this: ... ry-regedit
"1) Download the Windows 11 ISO
You’ll need to download the ISO. In our testing, this trick doesn’t work with the Windows 11 Install Assistant, it doesn’t trigger Windows Update, and it doesn’t fool Microsoft’s PC Health Check tool.
This "solution" edits the registry to skip the CPU check when running the install / upgrade from the Windows 11 ISO image. But, the downside is that Microsoft may decide not to allow the system to download updates.

I'll start with a fresh install of Win10 and then play around with it.
My guess it this will be easier as I could set the TPM2.0 and UEFI boot before the install and then just find the registry tag that needs to be edited.

EDIT - Well, I was wrong about this approach being easier.
The Windows 10 Business Editions version 1903 ISO image I have doesn't seem to support EFI booting. I've used it dozens of times on VM and laptops, but always in BIOS boot mode. With the installation ISO file mounted, the new guest simply cycles through a couple of times and gives up with the error message that no bootable device is found

Then I'll play with some of the suggestion and see what happens with the copied VDI.
(177.81 KiB) Downloaded 1 time
(4.09 KiB) Not downloaded yet
DSB Cloudian
Posts: 7
Joined: 1. Apr 2022, 23:04

Re: Win10 to Win11 Upgrade not possible on Guest

Post by DSB Cloudian »

If you want to read the hairy details, look at my post above this one.

In a nutshell: I don't think this is going to work and I don't know if it's a VBox issue or just a general (typical) Windows 10 to Windows 11 in-place upgrade blocking issue.
  • Adding TPM to the exiting Windows 10 VM failed (see above).
  • Converting the disk from MBR to GPT failed (see above).
  • Adding the registry value to skip the CPU check may or may not let me upgrade. Without TPM and UEFI enabled, I don't know if that will actually result in a successful in-place upgrade.
  • Installing Windows 10 with TPM2.0, UEFI and Secure Boot failed to start the install. It could be my DVD ISO image cannot be used with EFI for booting.
DSB Cloudian
Posts: 7
Joined: 1. Apr 2022, 23:04

Re: Win10 to Win11 Upgrade not possible on Guest

Post by DSB Cloudian »

It looks like the failures are not a VBox issue.
But, I'd update this to close the loop.

It may be a case where Microsoft updated some of the required software with newer versions, and completely changed the steps that were outlined in all the websites had instructions to convert MBR to GPT.

I made a copy of this guest 3 (or so) months ago to a host that is running Windows 10 and is eligible for a Windows 11 upgrade (TPM2.0, EFI boot and an i7-8700). Back then, I powered that copied guest up for a few hours but shut it off to work on something else. It's been sitting there ever since.
The "OS Build" on this older copy is 19045-4170.

Today, I disconnected that copied guest's network, enabled TPM2.0 and powered it up.
When I follow the guide to use mbr2gpt.exe (click on <Restart> while pressing (and holding) <Shift> key until a menu pops up), the menu is different and matches what is detailed on the various websites (I think it's WinPE).
In this version, "Chose An Option" > "Troubleshoot" > "Advanced Options" > "Command Prompt" (then it restarts) has 6 options to choose from in the "Advanced Options" menu.
The result is a successful upgrade in-place with TPM-2.0, UEFI and Secure Boot enabled.

I copied the guest that has the failures to this host, and the failures are still present.
That guest is OS Build 19045-4355.
Clicking on <Restart> while pressing (and holding) the <Shift> brings up an abbreviated menu compared to the other guest.
In this version, "Choose An Option" > "Troubleshoot" now only has 1 option - "Startup Settings". No "Advanced Options". It will restart the and present a menu that will only allow booting into different Safe Modes. And I think that's why MBR2GPT is failing.
The 2 guests also have different versions of the mbr2gtp.exe file (different dates and sizes).

I think I'm going to have to get WinADK and the WinPE extension installed and see if that helps the guest with the issues.

In the mean time, I'll connect the network to the guest that successfully converted from MBR to GTP (after I take a snapshot) and see if it will do an online upgrade to Windows 11. Being on the host with the newer CPU, that guest should pass the CPU check.
DSB Cloudian
Posts: 7
Joined: 1. Apr 2022, 23:04

Re: Win10 to Win11 Upgrade not possible on Guest

Post by DSB Cloudian »

One last thing:
It looks like my problem is that I expanded the VBox vDisk at some point in the past (from 128GB to 256GB) and that FUBAR'ed the possibility of converting the MBR to GPT.
GDisk complains there is a 33 block overlap on the last partition (the Reserve Space) when I try to convert to GPT.
Then, when I use GParted to resize, remove or move the last partition, the conversion says it completed successfully, but after changing to UEFI and enabling Secure Boot, Windows 10 won't boot. It can't find a system disk.

So, it you are reading this because you did a Google search that landed you here, good luck.
Posts: 5
Joined: 3. Feb 2018, 18:54
Primary OS: Linux other
VBox Version: VirtualBox+Oracle ExtPack
Guest OSses: Windows 11, now.

Re: Win10 to Win11 Upgrade not possible on Guest

Post by frankm »

I can say that I had better success than you did, but it took me two tries to succeed. My host platform is Slackware 15.0 and I was running a Win10 Pro MBR at the outset. I now have Win11 Pro 23H2 by upgrade.

The process I followed is the one laid out in the messages above, namely to convert MBR to UEFI on the Win10 Guest, modifying the VM settings to enable EFI and TPM v2.0 before booting into Win10, wait some time (up to a day) before Win10 acknowledged the guest was eligible for Win11 upgrade, and then initiate the upgrade.

I did backup the VDI and associated files to another directory before attempting this. The failure on the first try was attributed to the following issues:
1.) I upgraded the VM concurrently from 7.0.4 to 7.0.18 and didn't get the ISO additions installed in the windows guest before conversion to Win11.
2.) The MBR2GPT reported an issue with the recovery partition I didn't understand but didn't seem to impact the transition to EFI. The issue was traced to the issue documented in KB5028997.
3.) I enabled the graphics hardware acceleration in the display adapter in the settings, which I thought was needed as WIN11 upgrade was suggesting it needed a Direct X interface. Turns out that wasn't true.

Characteristic issue on the first failure was I could not get control of the mouse/keyboard within the guest nor was the VM willing to cede back control of mouse/keyboard back to the Host OS. I was able to log in the the Windows 11 Guest on this first try but the keyboard/mouse after a few minutes would lock up before I was able to get the ISO additions installed. It required a reboot of the Host OS initiated from remote terminal to regain console control of Linux.

After discarding this first attempt, I restored the VDI and reattempted the process. First was to upgrade VM to 7.0.18 and ensure the WIN10 guest had the ISO additions installed and working. It was in the process of 2nd attempt of MBR2GPT that I discovered the KB5028997 resolution which I implemented before initiating the WIN11 upgrade. Following the WIN11 upgrade, I encountered a similar issue with the control of mouse/keyboard but not as egregious that I was able to re-install the ISO additions after the upgrade. After this point, WIN11 has been running stable for a week now without notable issues.

Thank you for giving me the clues to make this process successful.
Frank Miville
Post Reply