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Public Limited Company

Public Limited company registration starting from Rs.8,000/-

Public Limited Company Registration

As per section 2(71) of the companies Act, 2013 public limited company registration means which is not a private company. Any subsidiary private company of a public company is also considered as a public company.

Any Public company should have at least 7 members and no limit for maximum members and should have at least 3 Directors. Public Company is required to comply with more strict compliances as compared to a private company. The public company has the right to transfer its shares to any person whether it is outside and can also subscribe shares from the public.

For incorporation of public limited company registration SPICe, SPICe MOA, SPICe AOA is to be a file with ROC. Stakeholders can avail DIN up to 3 directors, name reservation, incorporation of a company, allotment of PAN and allotment of TAN with the help of Form SPICe.

In this case, a listed public company shall require to comply with the rules and regulations of the listed agreement. A public limited company can convert itself either in a private company or a person company (OPC).

public limited company registration

Basic Features to Read before starting public limited company:

1.Incorporation of public limited company:

MCA provides the facility for the incorporation of a public limited company registration. For incorporation, firstly apply for name through RUN (Reserve Unique Name) on the MCA portal. After the availability of name from ROC, we should file incorporation form i.e. Spice 32, INC 33(for eMOA), INC 34(for AOA), and attach various required documents for incorporation of a private company in form-SPICe 32.

A.Apply For name through RUN Web Form

For incorporation of public limited company registration, firstly we should check the availability of name on the MCA portal after that we should apply for name through RUN web form on the MCA portal along with fee RS.1, 000. On submission of RUN web form, MCA personnel should check that the name is unique and not similar to other existing company and trademark. After that, if the name is unique and not similar than MCA personnel reserve the name for the company and intimate through e-mail. After the reservation of name, we should incorporate the company within 20 days from the date of approval.

B.Director Identification Number

Every person who wants to become a director in a company shall have a valid Director Identification Number (DIN). For obtaining DIN he/she shall make an application in form DIR-3 or in Spice.

C.Make application in SPICe form for incorporation
  • For the incorporation of the company, we should make an application in the SPICe form. In case incorporation of the company having more than 7 subscribers or any of the subscribers of MOA and AOA a signing a place outside India than MOA and AOA shall be file along with Spice form i.e. INC32. Or in case a company has less than 7 subscribers we should file INC 33(eMOA) and INC34 (eAOA).
  • In SPICe, we can avail DIN up to 3 directors, name reservation, incorporation of a company, allotment of PAN and allotment of TAN with the help of Form SPICe. Maximum 3 director’s particulars are allowed in the SPICe Form.
  • There is no requirement to file Form INC-22 in a case registered office address is the same as the correspondence registered address of the company.
2.Advantages & disadvantages:

         Advantages

  • A public company can easily raise funds from the public
  • In a public company, there is limited liability of public
  • A public company can borrow more money

         Disadvantages

  • A public company has no control over his share
  • Public companies share profit between more people.
  • The public company faces more complication while setting up.
3.Directors of public limited company:

A person who attained the age of 18 can become the director of a company. In a public limited company registration, there should be a minimum of 3 directors. A maximum number of directors in a private limited company shall be 15; however, it can be increased by passing a special resolution.

4.Initial public offer (IPO):-

IPO means when the company issue shares for the first time to the public, until IPO is not made by a company it is considered as a private company. At the time issue of an IPO, a public limited company registration shall consider the following factors:-

  • The risk involved in IPO.
  • Project value and productivity of the project.
  • Past records, reliability, and details of promoters.

The company which made IPO shall issue a prospectus that provides complete details regarding the proposed IPO and also aware to investors about the risk involved. The shares offered under IPO should be listed on the recognized stock exchange for the purpose of trading. The price of shares is determined by the promoter in consultation with investment bankers.

Conditions required for issue of the initial public offer by the unlisted company:-

  • Net tangible assets of at least Rs. 3 Crore in preceding3 financial years of which is not more than 50% is held in monetary assets.
  • Net worth at least Rs. 1 crore in preceding 3 financial years.
  • Minimum of Rs. 15 crores as average pre-tax operating profit in at least three years of the immediately preceding five years.
  • If there has been a change in the company’s name, at least 50% of the revenue of preceding one year should be from the new activity denoted by the new name.
  • The issue size should not exceed 5 times the pre-issue net worth.

If any of the above conditions are not satisfied by the company, then IPO can be made by the unlisted company, if 75 % of the net offer shall be made to QIBs through the book-building process.

A Listed company making public issue required to comply following two conditions:-

  1. If there has been a change in the company’s name, at least 50% of the revenue for preceding one year should be from the new activity denoted by the new name.
  2. The issue size should not exceed 5 times the pre-issue net worth.
5.Annual compliances

There is some mandatory compliance that public company must ensure-

  • Minimum 4 board meeting to be held in every financial year.
  • Appointment of the auditor in Form ADT-1.
  • Hold annual general meeting (AGM) every year within 6 months from the close of the financial year. And first AGM is to be held within 9 months from the close of the first financial year.
  • File financial statement in Form AOC-4 within 30 days from holding of Annual General Meeting.
  • File annual return in Form MGT-7 within 60 days of holding of Annual General Meeting.

Statutory audit of accounts audited by Chartered Accountant at the end of the financial year.

6.Conversion of public limited company
  • An application shall be filed with a regional director in e-form RD-1 within 60 days of passing SR. Following documents should be attached along with application:-
  1. The draft copy of MOA and AOA.
  2. Copy of minutes of a general meeting at which SR is passed.
  3. Copy of Board resolution and power of attorney.
  4. Declaration by KMP/Director that the provision of section 2(68) complied and no resolution is pending as per section 179(3).
  5. List of creditors and debenture holders drew up to the latest date preceding the date of filing of an application by not more than 30 days, along with affidavit which should be signed by the CS, if any or at least two directors one of whom should managing director.
  • At least 21 days before making the application, the company shall advertise, a notice of conversion in two newspapers; or serve individual notice to each debenture holder and creditor; or serve notice to RD, Registrar and to the regulatory body if any for receiving the objection.
  • If no objection is received then the application shall put for order without hearing and RD shall pass an order within 30 days of application. If objection received then RD examining the application and holds hearing within 30 days and directs the company to file an affidavit. Regional director shall within 30 days of hearing pass an order either reject or approve the application or if failing it shall be deemed to be approved.
  • After obtaining approval, the company shall reduce their number of members up to 200, the number of directors up to 2 and include the restriction and prohibition of section 2(68) in their articles.
  • Surrender old certificate of incorporation (COI) and obtain new certificate of incorporation (COI).
  • Inform in a newspaper about the conversion of public companies.
  • Arrange new common seal and approve in a board meetings.
GST REGISTRATION
Following registered persons not required to file GSTR 1, 2 and 3 such as:

Goods and Services Tax (GST) is an indirect tax applicable on the supply of goods and services. It is a comprehensive, multistage, destination-based tax. It has subsumed almost all the indirect taxes except a few state taxes. It is collected from point of consumption and not point of origin like previous taxes.

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TRADEMARK REGISTRATION
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A trademark can be registered by the Controller General of Patents Designs and Trademarks, Ministry of Commerce and Industry, Government of India under Trademark Act, 1999 to protect the identity of any goods and services.

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Frequently asked questions on Private Limited Company

1.What is public company?

Ans. As per section 2(71) of Companies Act,2013 public company means a company which is not a private company.

2.How many members are required for public company?

Ans.In public company minimum 7 members are required for public company.

3.How much capital is required for public company?

Ans.In public company no minimum capital is required.

4.Is public company issue its share in public?

Ans.Yes, a public company can issue its shares in public for subscription.

5.Difference between public company and private company?

Ans. A public company can issue its share in public, whereas a private company cannot issue its shares in public. The minimum directors of public company are 3 whereas the minimum director of private company is 2. The minimum members of public company are 7 whereas the minimum members of private company are 2.In case of private company there is maximum number of members i.e. 200 but in public company there is no maximum number of members.

6.What is the liability of public company?

Ans. In public company the liability of shareholders is limited.

7.Can public company converted into other companies?

Ans.  Yes, a public company can converted into others companies.

8.What are the important documents required for start a public company?

Ans. Important document required to start public company:
  • Utility bill of registered office not older than 2 months.
  • Bank statement of all subscribers and directors for their residential proof, further It should not be older than 2 months ( Optional attachment- electricity bill/telephone bill/mobile bill)
  • Aadhar card, PAN card of all subscribers and directors in legible format.
  • Rent agreement for registered office (if rented).
  • No objection certificate from the owner of the registered office.
  • Driving license of all subscribers and directors for identity proof.

All documents should be scanned in legible format and size of per document does not exceed 30 Kb.

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Incorporation Company Fees only 8000/-

ONE YEAR PACKAGE FOR PUBLIC LIMITED COMPANY

₹ 10000

BASIC

Company Incorporation Filing Free
Memorandum and Articles
DIN and DSC
Consent of Directors (DIR 2)
PAN and TAN Application
First Board Minutes
First ROC Annual Filing (AOC-4 & MGT-7)

₹ 15000

STANDARD

Company Incorporation Filing Free
Memorandum and Articles
DIN and DSC
Consent of Directors (DIR 2)
PAN and TAN Application
First Board Minutes
First ROC Annual Filing (AOC-4 & MGT-7)
GST Registration
1 Year minutes
1st Year IT Filing
1st Year Director KYC
MSME Registration

₹ 25000

PROFESSIONAL

Company Incorporation Filing Free
Memorandum and Articles
DIN and DSC
Consent of Directors (DIR 2)
PAN and TAN Application
First Board Minutes
First ROC Annual Filing (AOC-4 & MGT-7)
GST Registration
1 Year minutes
1st Year IT Filing
1st Year Director KYC
MSME Registration
12 Months GST Filing
1st Year Directors Report and Notice of AGM
1st Year Accounting for GST purpose.

₹ 50000

ADVANCED

Company Incorporation Filing Free
Memorandum and Articles
DIN and DSC
Consent of Directors (DIR 2)
PAN and TAN Application
First Board and AGM Minutes
First ROC Annual Filing (AOC-4 & MGT-7)
GST Registration
1 Year minutes
1st Year IT Filing
1st Year Director KYC
MSME Registration
12 Months GST Filing
1st Year Directors Report and Notice of AGM
1st Year Accounting in Tally ERP 9 (Full Transactions)
TDS return filing
Book Keeping
Drafting of Balance Sheet and Annual Accounts of Company
Share Transfer
Appointment of Auditor/Director filing to ROC

Note
Private Limited Company
Basic Features to Read before starting private limited company

Private company is required to add the word “Private limited” or “Pvt. Ltd.” to end of its name. Private company should have at least two member and two directors. Private company have right to issue debentures to any number of persons.

Read More
Public Limited Company
Features of Public Limited Company

MCA provides the facility for incorporation of public limited company. For incorporation, firstly apply for name through RUN (Reserve Unique Name) on MCA portal. After availability of name from ROC we should file incorporation form i.e. Spice 32, INC 33(for eMOA), INC 34(for eAOA), .

Read More