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Public Limited Company

  • Register your Public Limited Company in 7 business days with our expert assistance.
  • Our online company registration service includes the following features
  • Digital signature certificate (DSC): A certificate required for the company’s directors
  • Memorandum of Association (MoA): A legal document that acts as the company’s charter
  • Articles of Association (AoA): A document that needs to be registered with the authorities
  • Certificate of incorporation: A legal document that allows the company to form & AoA
  • Director Identification Number (DIN): An identification number for each director of the company

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Public Limited Company

In India, a Public Limited Company (PLC) is a business structure designed for large-scale operations. Entrepreneurs looking for expansion and significant capital investment can register a Public Limited Company under the Companies Act, 2013.

Unlike Private Limited Companies, a Public Limited Company can raise capital from the general public by offering shares on stock exchanges. This structure allows businesses to attract a wider pool of investors and capital, facilitating business growth and expansion. Additionally, a Public Limited Company enjoys corporate privileges while providing Limited Liability protection to its shareholders.

A Public Limited Company is a corporate entity that enables public ownership through publicly traded stocks. These shares can be freely bought and sold on recognized stock exchanges, allowing diverse investors, brokers, and traders to participate in the company’s equity. This structure promotes broad ownership and encourages public investment, making it a preferred choice for businesses seeking large-scale funding and enhanced market credibility.

Key Characteristics of a Public Limited Company

Below are its fundamental features:

  • Board of Directors: As per the Companies Act, 2013, a Public Limited Company must have a minimum of three directors, with no upper limit on the maximum number. The Board of Directors is responsible for the company’s strategic decision-making, governance, and overall management.
  • Company Name: It is legally mandatory for all Public Limited Companies to include the word “Limited” in their company name. This designation indicates that the company is a public entity, capable of issuing shares to the public and being listed on stock exchanges.
  • Company’s Prospectus: Public Limited Companies must prepare and issue a prospectus, which provides a comprehensive overview of the company’s financial status, business operations, and investment opportunities. This document is essential for attracting investors and ensuring transparency in capital-raising activities.
  • Paid-Up Capital: While the Companies Act, 2013, enforces various compliance requirements, there is no mandatory minimum share capital for registering a Public Limited Company. This flexibility allows businesses to structure their capital based on their financial and strategic needs.

Types of Public Limited Companies

Public Limited Companies are broadly categorized into two distinct types:

Listed Public Company:

A Listed Public Company has its shares actively traded on one or more stock exchanges. This listing provides greater liquidity and enables public investors, institutional investors, and financial entities to buy and sell shares. Being listed also increases the company’s market exposure, investor base, and credibility but comes with stricter regulatory and compliance requirements, governed by SEBI (Securities and Exchange Board of India).

Unlisted Public Company:

An Unlisted Public Company is a public limited company that does not trade its shares on any stock exchange. As a result, its shares are not as easily transferable compared to listed companies, and it faces fewer regulatory obligations. However, it can still raise capital from private investors, institutions, or large shareholders. This type of company is ideal for businesses seeking a broad shareholder base without the complexities of public trading and stock market regulations.

Requirements for Registration of a Public Limited Company :

To register a Public Limited Company (PLC) in India, the following requirements must be met:

  • Minimum Shareholders: A Public Limited Company must have at least seven (7) shareholders at the time of incorporation, with no upper limit on the maximum number of shareholders.
  • Board of Directors: A minimum of three (3) directors is required to establish a Public Limited Company. Each director must obtain a Director Identification Number (DIN) issued by the Ministry of Corporate Affairs (MCA).
  • Authorized Share Capital: The company must have a minimum authorized share capital of ₹1 lakh, ensuring compliance with initial financial requirements for registration.
  • Digital Signature Certificate (DSC): Since the registration process is entirely online, at least one director must have a Digital Signature Certificate (DSC) for the electronic submission and authentication of documents.
  • Company Name: The proposed company name must be unique and comply with the Companies Act, 2013, and Name Availability Rules. It should not be identical or similar to an existing registered company or trademark.
  • Foundational Documents: The key incorporation documents include:
    → Memorandum of Association (MOA) – Defines the company’s objectives and scope of activities.
    → Articles of Association (AOA) – Lays down the rules and regulations governing the company’s operations.
    → Form DIR-12 – Must be submitted to register the details of the directors with the MCA.

DOCUMENT REQUIRED

Step 1: Documents for Directors & Shareholders

  • PAN Card – Mandatory for all directors & shareholders.
  • Aadhaar Card – Required for identity verification.
  • Passport/Voter ID/Driving License – As additional proof of identity (any one).
  • Bank Statement/Utility Bill – Address proof (not older than 2 months).
  • Passport-size Photograph – Recent color photograph of each director & shareholder.
  • Email ID & Mobile Number – Required for MCA registration and official communication.

The outlined steps for Public Limited Company Registration are correct and align with the Ministry of Corporate Affairs (MCA) regulations in India. Below is a detailed confirmation and validation of each step:

 

Step 1: Obtain Digital Signature Certificates (DSC)
  • DSC is mandatory for all proposed directors and subscribers to digitally sign and file the required forms on the MCA portal.
Step 2: Apply for Director Identification Number (DIN)
  • Each director must obtain a DIN via the SPICe+ form (which integrates multiple applications, including incorporation). ✔ Required Documents: PAN, Aadhaar, proof of address, and identity documents.
Step 3: Check Company Name Availability
  • The company name must be checked and reserved using the RUN (Reserve Unique Name) service on the MCA portal. ✔ Guidelines:
  • The name must be unique and comply with Companies Act, 2013 rules.
  • It must not infringe upon any registered trademark.
Step 4: File SPICe+ Form with MOA & AOA
  • The SPICe+ (Simplified Proforma for Incorporating Company Electronically) form is used for company registration. ✔ Additional Documents:
  • Memorandum of Association (MOA) – Defines the company’s objectives.
  • Articles of Association (AOA) – Contains operational rules.
  • Integrated Process: The SPICe+ form includes registration for EPFO, ESIC, GST, PAN, and TAN.
Step 5: Verification by Registrar of Companies (ROC) & Issuance of Certificate of Incorporation

The ROC reviews the application and supporting documents.

  • Certificate of Incorporation (COI) includes:
    → Corporate Identification Number (CIN)
    →  Legal recognition of the company’s existence
    →  Date of incorporation
Step 6: Apply for PAN & TAN
  • The company must obtain a Permanent Account Number (PAN) and Tax Deduction and Collection Account Number (TAN) for tax compliance.
  • Issued automatically with SPICe+ Form by NSDL.
Step 7: Open a Company Bank Account
  • A corporate bank account must be opened in the company’s name.
  • Required Documents:
    • Certificate of Incorporation (COI)
    • MOA & AOA
    • PAN card of the company
    • KYC documents of directors

A One Person Company (OPC) primarily needs to comply with annual filings of financial statements, income tax returns, annual returns (Form MGT-7), statutory audits, maintaining statutory registers, and conducting at least one board meeting every six months, with a minimum 90-day gap between meetings, even though they are exempt from holding an Annual General Meeting (AGM) due to having only one shareholder; all these compliances are overseen by the Registrar of Companies (RoC).

Key OPC compliance points:
  • Financial Statements: Filing audited financial statements with the RoC annually.
  • Annual Return: Filing Form MGT-7 to report the company’s activities and financial status.
  • Income Tax Return: Filing individual income tax returns as per the company’s profits
  • Statutory Audit: Mandatory annual audit of the company’s accounts
  • Board Meetings: Conducting at least one board meeting in each half of the calendar year
  • Register Maintenance: Keeping proper statutory records and registers updated
  • Director Disclosure: Directors must disclose their interests in the company
  • GST Compliance: Complying with Goods and Services Tax regulations if applicable based on turnover

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Frequently Asked Question

What is the minimum capital requirement for a Public Company?

There is no minimum capital requirement as per the Companies Act, 2013, but a listed company must meet SEBI’s listing norms.

What is an Initial Public Offering (IPO)?

An IPO (Initial Public Offering) is when a Public Company sells shares to the public for the first time to raise funds.

How is a Public Company managed?

  • Board of Directors (BOD) governs the company.
  • Directors are elected by shareholders.
  • Public companies must hold Annual General Meetings (AGMs).
  • Must follow SEBI and MCA compliance rules.

Can a Public Company be converted into a Private Company?

Yes, a Public Company can be converted into a Private Limited Company by passing a special resolution and getting approval from the Registrar of Companies (RoC).

What are the compliance requirements for a Public Company?

  • Filing of annual returns and financial statements with RoC.
  • SEBI regulations (if listed).
  • Board meetings and AGMs as per the Companies Act.
  • Statutory audit by a certified auditor.