Getting your business Public Limited Company Registration

Are you in need of some upgrades for your business? Perhaps a Public Limited Company (PLC) would be the way to go for you.

In addition, you will be briefed on how Limited Liability Incorporation protects you and how Diligence Certifications may assist one in navigating the certification process.

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Public Limited Registration: An Overview

Public Limited Registration is an online process set out by the Companies Act, 2013, and controlled by the Ministry of Corporate Affairs (MCA).

Public Limited Companies, as per the Companies Act, are those companies in which transferable shares can be viable on recognized public stock exchanges. Given the structure, share ownership rests on a large number of shareholders, each of whom is entitled to limited liability on the debts and obligations of the company. This means their personal assets are protected from the liabilities of the business.

Public Limited Company

What exactly is a PLC (Public Limited Company)?

It is a public company that can offer its shares to the public. This way, by going through the stock market, they’re able to raise capital. Unlike private limited companies, however, PLCs have to follow stricter rules and regulations, and bylaws. They can be said to be big and mature with high ambitions.

Prior to actually setting out on incorporation activities as a PLC, the following must be closely looked at:

  • Financial Performance: Do you have a considerable profit and growth track record? Investors will scrutinize your financials.
  • Management Team: Do you have a competent, qualified, and experienced management team to tackle the complexities of running a public company?
  • Compliance Requirements: Are you prepared to pay for and fulfill the tremendous regulatory and reporting obligations of a public company?
  • Market Conditions: Is there any demand for your shares in the present market?
  • Long-Term Vision: A public limited company is going to need sustainable growth as per a long-term vision.

The Public Limited Company Registration Requirement in India

Like most other companies in India, public limited companies require registration with certain mandatory conditions, because of the enhanced prestige accorded them:

  • Shareholders: At least seven shareholders.
  • Directors: At least three directors are mandatory.
  • Paid-up Capital: No minimum paid up capital.
  • Authorized Share Capital: There must be an authorized share capital of INR 1 lakh.
  • Identity and Address Proofs: Self-attested identity and address proofs for all directors and shareholders are required.
  • Digital Signature Certificate (DSC): One director should have a digital signature certificate (DSC).
  • Director Identification Number (DIN): All directors must have a Director Identification Number (DIN).
  • Company Name Application: An application must be submitted for picking a company name.
  • Primary Objective Application: Submit an application on Primary Objective. The object clause explains all company main objectives.
  • Application to ROC: An application needs to be made with ROC.
  • Compulsory Document Submission: The necessary documents, Memorandum of Association (MOA), Articles of Association (AOA) and required filled Form DIR-12, Form INC 7 and Form INC -22 need to be filed.
  • Registration Fee Payment: Payment of registration fee as prescribed by ROC is to be made.
  • Business Commencement Certificate: After the ROC approval, the company shall apply for a business commencement certificate.

Characteristics of Public Limited Companies in India

A public limited company is the most used form of business in India that comes along with the following features:

  • Directors: Consist of a minimum of three and not more than fifteen directors.
  • Limited Liability: The liability of the shareholders extends only to their subscribing to the shares. Even for illegal acts, the shareholders are liable.
  • Share Capital: The company has no minimum paid capital. But there should be at least 1 lakh as its authorized share capital.
  • Prospectus: Publication of a prospectus to be summarized showing that business details for the public is obligatory.

Understanding Limited Liability Incorporation:

This is the major advantageous feature for all public limited companies – the limited liability incorporation because the personal assets of the shareholders are protected from being drawn into the company’s debts and liabilities. In other words, if the business fails, the liability of the shareholders is limited to the amount he has invested in the shares of the company. This is a very good measure of safety of personal wealth.

Benefits of Registration of Public Limited Company in India

  • Protected Limited Liability: It protects the shareholders’ assets from the debts or liabilities of the company.
  • Capital Generation: Public limited companies are authorized to generate capital by issuing shares to the general public to develop and expand their business.
  • Credibility and Market Reputation: It engenders good will, investor confidence, and brand image, which, in turn, promotes further market growth and partnership.
  • Transferability of Shares: It facilitates ownership transfer, attraction of investors, and liquidity in the stock market.
  • Tax Incentives: It earns tax benefits and incentives for long-term planning of the corporation.
  • Access to Borrowing: Lends credibility for securing loans and credit facilities from financial institutions.
  • Employee Incentives: Granting of stock options and share ownership plans to enhance employee loyalty and motivation.
  • Prestige and Positioning: Certainly confers prestige, sends out signals of compliance, transparency, and corporate governance, thus appealing to partners and consumers.
  • Growth Opportunities: It’ll grow geometrically as it attracts more talent, better resources, strategic alliances, and mergers or acquisitions.

Application Regulation, Act, and Rules

The Public Limited Company in India is subject to rules and regulations that regulate the registration:

  • Companies Act 2013: The primary legislation governing the entire incorporation mechanism, with references to other specifics concerning directors, shareholders, share capital, and essential documents like MOA and AOA.
  • Securities and Exchange Board of India: It regulates the issuance and trading of securities of the Public Limited Company, therefore, listing issues, disclosure requirements, and corporate governance criteria.
  • Income Tax Act- More concerned with taxes, the provisions require the Public Limited Company to follow the financial reporting standards issued by the Ministry of Corporate Affairs. 

Advantages of Public Limited Company Registration in India

  • Protected Limited Liability: It provides shareholders with protection for their assets against company debts or liabilities.
  • Capital Generation: A public limited company may raise capital by issuing shares to the public for growth and expansion of the company.
  • Credibility and Market Reputation: It increases goodwill, investor confidence, and brand image, propelling further growth and building partnerships.
  • Share Transferability: It facilitates ownership transfer, investor attraction, and liquidity in the stock market.
  • Tax Incentives: It has tax advantages and incentives for protracted planning of the business.
  • Access to Borrowing: Lends credibility to securing loans and credit facilities from financial institutions.
  • Employee Incentives: The issuing of stock options and share ownership plans to enhance the loyalty and motivation of employees.
  • Prestige and Market Positioning: Surely adds prestige, sends out signals of compliance, transparency, and corporate governance, hence appealing to partners and customers.
  • Growth Opportunities: It grows exponentially, attracting talent, better resources, strategic alliances, and mergers or acquisitions.

Types and Distinctions of Licenses/Services Involved

  • Director Identification Number (DIN): Unique identification number for directors.
  • Digital Signature Certificate (DSC): Used for secure online document filing.
  • Name Approval: Ensures the company name complies with regulations.
  • Certificate of Incorporation: Legal document confirming the establishment of the PLC.
  • PAN and TAN: Required for taxation purposes.
  • GST Registration: Mandatory for companies exceeding the prescribed turnover threshold.
  • Intellectual Property Rights (IPR) Registration: Protects trademarks, copyrights, and patents.
  • Compliance Services: Assistance with regulatory requirements.
  • Secretarial Services: Support for managing legal obligations and maintaining records.
  • Statutory Audits: Independent audits of financial statements.

Documents Required for Public Limited Company Registration in India

  • Identity proof of all the Directors & Shareholders of the Company.
  • Address proof of all the Directors & Shareholders of the Company.
  • AOA & MOA of the Company.
  • DIN and DSC of all the Directors of the Company.
  • NOC or No Objection Certificate from the landlord where the office will be located.
  • Latest utility bills (not more than 2 months old) of the proposed registered office of the Company.

(Public Limited Company Registration) Process: A Step-by-Step Guide:

To register a Public Limited Company is often a cumbersome and lengthy process. Here is a simple account of the steps involved:

  • Name Approval: Choose a unique name for your company and get it approved by the concerned regulatory authority (mostly the Registrar of Companies).
  • Drafting the Memorandum and Articles of Association: The Memorandum and Articles define the purpose, structure, and rules of operation of the company.
  • Appointing Directors and Company Secretary: It should appoint a qualified director and a company secretary responsible for handling the business affairs of the company and ensure compliance.
  • Obtaining Necessary Licenses and Permits: Make arrangements for any licenses and permits applicable to your trade and geographical area.
  • Filing Application for Incorporation: After the applicants have submitted the necessary license supports, the companies would lodge all documents with the Registrar of Companies.
  • Receiving Certificate of Incorporation: When the incorporation documents are satisfactorily examined, a certificate of Incorporation is granted, which provides recognition of the company registration as PLC.
  • Initial Public Offering (IPO): You will need to prepare a prospectus and comply with the applicable securities regulations if you plan to raise funds by going public.

Compulsory Compliance for Public Limited Companies

Public limited companies, both unlisted and listed, have specific compliance needs which are given below: 

  1. Unlisted Public Limited Companies
  • Board Meetings: A minimum of four meetings of the Board must be held as per Section 173 of the Companies Act, 2013. 
  • Auditors Appointment: An auditor must be appointed as required by the provisions of Section 148(3) along with Rule 6(2) and Rule 6(3A) of the Companies Rules, 2014. The appointment must be done within 30 days of the Board meeting or within 180 days from the beginning of the financial year, whichever comes first. Such vacancy shall be filled within 30 days.
  • Return of Deposits: Under Rule 16 of the Companies (Acceptance of Deposit) Rules, 2014, the Returns of Deposits would have to be filed by the companies in Form DPT-3 with the appropriate Registrar of Companies ( ROC).
  • CFO/CS/CEO Appointment: Section 203 read with Rules 8 and 8A of the Companies Rules, 2014, prescribes the appointment of the Chief Financial Officer (CFO), Company Secretary (CS), or Chief Executive Officer (CEO) within 30 days after the Annual General Meeting (AGM) or within six months in the case of a vacancy, requiring filing Form MGT-14 or Form DIR-12.
  • Annual General Meeting (AGM): Section 96 of the Companies Act, 2013 makes it mandatory to organize a common Annual General Meeting (AGM) for the purpose of declaring dividends. 
  • CSR Committee: The Corporate Social Responsibility (CSR) Committee must hold at least four meetings a year as per the Companies Act, 2013, Companies Rules, 2014, and Secretarial Standards, such that no two meetings are spread more than 120 days apart. These meetings will discuss and sanction all CSR activities brought by the organization. 
  • Director’s Disclosure: As per Section 184(1) of the Companies Act, 2013, read with Rule 9(1) of the Companies (Meetings of Board and its Powers) Rules, 2014, the directors are to disclose their financial interest in the company in Form MBP-1. 
  1. Listed Public Limited Companies
  • AGM-Do: The AGM must be as per Section 121(1) of the Companies Act, 2013, and after the AGM, you must file Form MGT-15. 
  • Reports Financial: Filing of Financial Statements is compulsory under Section 137 of the Companies Act, 2013 read with Rule 12(2) of the Companies (Accounts) Rules, 2014. Such financial statements comprise balance sheet, cash flow statement, Director’s statement, Director’ report, Auditor’s report, and consolidated financial statements (prepared in XBRL – Extensible Business Reporting Language). Form AOC-4 is used for this purpose of filing.
  • Annual Returns: House Annual Returns as filed under Section 92 of the Companies Act, 2013 read with Rule 11(1) of the Companies (Management and Administration) Rules, 2014. Such Returns shall include particulars on directors and their shareholders and filed with the ROC in Form MGT-7.
  • Financial And Directors Report: The Financial And Directors Report must be filled with the Registrar by Form MGT-14, as per Section 173 of the Companies Act read with Secretarial Standard 1.
  • Income Tax Return: The Income Tax return must file to the Income Tax department through ITR-6 before 30th of September of the current financial year.
  • Secretarial Audit Report: As mandated by Section 204 of the Companies Act, 2013 and Rule 9 of the Companies Rules, 2014, it is required to submit a Secretarial Audit Report when the paid-up capital of the company is equal to or above INR 50 crores, or when the annual turnover is equal to or above INR 250. Such filing is done in Form MR-3. 
  • Other Compliances: The rules and regulations prescribed by SEBI that the listed companies must also comply with. 

Regulatory Framework for Public Limited Company

  1. Frame the memorandum of association (MoA) and articles of association (AoA) and file them.
  2. To achieve the minimum authorized and subscribed capital.
  3. Availability of not less than three Directors and obtaining Director Identification Number (DIN) for all.
  4. Hold the Annual General Meeting (AGM) within the next six months from the end of the financial year.
  5. Hold at least four board meetings in a calendar year.
  6. Maintain statutory registers(Registers of Members, Directors, and Charges) and prepare and file annual financials.
  7. Appoint a qualified auditor within 30 days from the date of incorporation.
  8. File annual returns with the Registrar of Companies (ROC).
  9. Comply with all provisions of Companies Act, 2013, and related regulations.
  10. Timely payment of income tax, filing of tax returns, and comply with GST regulations, if applicable.
  11. Obtain relevant certifications like Commencement of Business Certificate as per requirement.

Why Choose Diligence Certifications?

Public Limited Companies are rather complex with respect to their registration and continuous compliance requirements. Diligence Certifications can help with the hurdles. Connect to us for expert guidance and support in

  • Understanding Regulatory Requirements: We keep your company up to date with the latest regulations, ensuring that it is in compliance.
  • Preparation of Required Documents: We prepare all registration documents, including the Memorandum and Articles of Association, for registration.
  • Navigating Certification Processes: We simplify the certification process of your company to enhance smooth and efficient experiences.
  • Providing Specialized Certifications: Diligence Certifications can counsel you regarding the right certifications for operational excellence and compliance, thereby also helping to build investor confidence. (While specific PLC status-linked certifications may not be guaranteed, we generally enable certification that brings good governance and operational efficiency before investors.)
  • Compliance audits: We conduct regular audits to check for compliance gaps coming into the organization to proactively remediate the gaps.

Diligence Certifications can help you get certifications concerning: 

  • ISO Certifications: This is for showing your seriousness toward quality, environmental, and information security management.
  • Compliance Training: Training your employees appropriately on regulations and ethical practices.
  • Data Protection Certifications: Protecting sensitive data from breaches while complying with privacy regulations.

Contact Our Experts

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Frequently Asked Questions

A Public Limited Company (PLC) is a notion under the Company Laws in India which provides the facility to public enterprise the shares and file it under a stock exchange. There should be at least 3 directors and whole 7 shareholders for such a business do not attach any cap on shareholders.

Diligence certification is there to provide expert advice on an easy and hassle-free registration of Public Limited Company in India with a simple consultation.

 

Some important benefits of public limited companies include:

✔ Protection of limited liability by shareholders

✔ Easier transferability of shares

✔ Raising capital through initial public offering and listing on the stock exchange

✔ Greater credibility and prospect for business expansion

The necessary conditions required to register a Public Limited Company in India are as follows:

Minimum of 7 shareholders along with 3 directors 

Registered office in India 

Approval of the company name from MCA 

PAN and TAN registration 

Diligence certification talks about the fulfillment of these requirements and also about making the registration of Public Limited Company efficient. 

 

The mandatory documents are 

Digital Signature Certificate (DSC) and Director Identification Number (DIN) 

Identity and address proof of directors and shareholders 

Memorandum of Association (MOA) and Articles of Association (AOA) 

Proof of registered office address

Usually, the processing takes about-seven to fifteen days depending on the documentation verification and the approval to be received from MCA. Fast-track incorporation of the Public Limited Company along with its executive total legal compliance is ensured by Diligence Certification. 

 

The cost for registration varies from one place to another depending upon authorized capital, government fees, and professional charges. Call Diligence Certification for a free estimate on cost. 

Yes, a Public Limited Company can be converted into a Private Limited Company by passing a special resolution and obtaining MCA approval. Diligence Certification provides expert assistance at company conversion procedures. 

After incorporation, there are some requirements a Public Limited Company should comply with: 

✔ Annual filings with the MCA and Registrar of Companies (ROC) 

✔ Submission of audited financial statements 

✔ Holding such annual general meeting (AGM) and boards meetings 

✔ Income tax compliance and GST

 

Diligence Certification provides:

✔ Expertise in business structures and legal compliance for consulting

✔ Assistance with registration processes and documentation, in an end-to-end manner

✔ Fastened approvals as a result of streamlined MCA process

✔ Advisory services for post-registration compliance and financial matters

Now register your Public Limited Company with ease! Contact Diligence Certification today for a free consultation!

 

Diligence Certification offers:
Expert consultation on company structure and legal compliance
End-to-end registration support with documentation assistance
Faster approval through streamlined MCA processing
Post-registration compliance and financial advisory services

Register your Public Limited Company with ease! Contact Diligence Certification for a free consultation today!

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