PUBLIC LIMITED COMPANY REGISTRATION

PUBLIC LIMITED COMPANY REGISTRATION

A Public Limited Company is formed with a minimum of 7 (Seven) members and a minimum 3 (Three) Directors.

OVERVIEW

A Public Limited Company is a separate legal entity as per the Companies Act, 2013. A Public Limited Company is formed with a minimum of 7(Seven) members and a minimum 3(Three)Directors. There is no limit of maximum number of members. The Liability of the members of Public Limited Company is Limited. A Public Limited Company can offers its shares to the general public. Various regulatory body governs the function of a Public Limited Company. The Public Limited Company has to follow more strict laws and regulations as compared to the Private Limited Company. Public Limited Company shares can easily be transferred. To form the Public Company, there is no minimum requirement of Paid up capital.

One can form a Public Limited Company, as per the prescribed procedure under the Companies Act, 2013, by registering its entity by making an application to the Ministry of Corporate Affairs(MCA).
 

ADVANTAGES OF PUBLIC LIMITED COMPANY

The Public Limited Company has following advantages:-

EASY TO RAISE THE CAPITAL

As per the requirement, the Public Limited Company can easily raise the capital by issuing its shares to the general public at large.

SELLING OF SHARES

The Shareholders of the Public Limited Company can easily sell its shares.

 

SIMPLE TO REGISTER

The Public Limited Company can be easily registered with MCA. Minimum of 7 members and 3 Directors are required to register the Public Limited Company.

CONTINUITY

The Public Limited Company has perpetual succession that indicates that the company will continue to be in existence inspite of any change in the members of the Company.

BUYING OR SELLING PROPERTY

The Company can buy or sell any property in its own name and none of the members can have a claim on it.

 

STATUS OF THE COMPANY

The Company enjoys the status of separate legal entity which is different from its members.

 

MEMBER’S LIABILITY

Members Liability is limited in case of Public Limited Company. There will be no liability on the members if the Company faces any legal issues.

VISIBILITY

The shares of the Public Limited Company gets listed on the various stock exchanges which provides the better visibility for the Company. The general public gets to know more about the Company as the shares of the Company gets listed on the exchange.

EXPANSION OF MARKET

As the shares of the Public Limited Company is listed on the various stock exchanges that provides the better visibility for the Company which in turn helps the Company to expand its market. The Company can easily issue its shares to the public at large which will help in generating capital. It also helps in the growth of the business.

 
BASIC REQUIREMENTS FOR REGISTRATION OF PUBLIC LIMITED COMPANY
  • Minimum of 3(three) Directors are required.
     
  • Director Identification Number of all the Directors.
     
  • Director’s & Subscriber’s DSC (Digital Signature Certificate).
     
  • The name of the Company  must be unique and distinguished.
     
  • Minimum 7(Seven)  shareholders are required.
     
  • Minimum share capital is not required.
     
  • Object of the Company is required which should be clear in order to identify the business sector.
     
  • Proof of the registered office of the Company such as Tax Receipt,Rent agreement, Lease agreement, Utility bill etc.
     
  • Passport Size Photo of the Directors obtaining DIN.
     
  • Certification of Professionals such as Company Secretary, Chartered Accountant, Cost Accountant, and the like professionals are required at the time of registration of the Public Limited Company.
     
What are the documents required for the registration of Public Limited Company?

To register the business as a Private Limited Company, the following documents are required for the same:-

Documents from Directors and Shareholders:
 

As Identity Proof:

  • Pan Card; 
  • Copy of Passport is required if the members or the Director is a Foreign National or NRI and the document should be apostilled or notarized in the country of residence from Indian Embassy respectively ;
  • Voter Identity Card or Passport or Driving License.

As Address Proof:

  • Latest Bank statement 
  • Telephone bill 
  • Mobile bill 
  • Electricity bill 
  • Gas bill

Note : Any utility bill should not be older than 2 months.

Consent to Act as Director in Form DIR-2;

If any of the Director already holds the DIN, then he or she should provide the details of the DIN;

Email Id and Phone Number of the subscribers and Directors.
 

For Registered office of the Company
  • Copy of No-Objection certificate from the landlord of the address permitting to use the area as  the registered office of the Company;
  • Electricity Bill or Telephone Bill or Gas Bill or Water Bill (not older than 2 months) must be signed by the of the Owner of Premises, if the address proof is in the name of the Owner;
  • Copy of Tax Payment Receipt;
  • Copy of Rent Agreement or Lease Agreement.

Points to remember that the registered office of the Company  can be a residential place or commercial space.
 

PROCESS TO REGISTER THE PUBLIC LIMITED COMPANY

Application to obtain Digital Signature Certificate (DSC)

The first step for all the Members and Directors is to obtain the Digital Signature Certificate. The DSC is required to sign the requisite documents at time of incorporation. One can obtain the DSC by using the online and offline mode both.

Filing of Name Application for approval of name

The second step is to apply for the name. This can be done by using the process as prescribed under the Companies Act, 2013. To make an application, one has to make an online application in  Part A of an integrated Web Form known as SPICe+. The applicant can propose 2 names at a time through this Form. Before making the name application, the entity should check the availability of the name on the MCA site.

To prepare and submit the final incorporation documents.

The third step is to prepare and submit the final documents after getting the approved name of the Company. The documents can be submitted through the PART B of an integrated Web Form known as SPICe+ along with e-MOA, e-AOA and AGILE PRO to MCA. While submitted the documents through SPICe+ , the Company has to pay a prescribed fees. The final incorporation documents should be electronically signed using Digital signature certificate of the Subscribers and Directors.

No need to file any other form to obtain DIN (Director Identification Number).This can be obtain by filing the SPICE+ Web Form at the time incorporation itself. 

Getting Certificate of Incorporation.

If all the steps have been completed as per the prescribed procedure the applicant will receive the Certificate of Incorporation along with the PAN and TAN. The Certificate of Incorporation will be received by the Company on the notified email id.

Important Note : 

  1. EPFO, ESIC, Profession Tax registration(Maharashtra), Opening of Bank Account application for the Company is mandatory.
  2. Form INC-9 i.e. Declaration by all Subscribers and first Directors will be auto-generated in pdf format and  have to be submitted in Electronic form only in all cases, except if the limit of subscriber or directors increases and/or any such subscribers and/or directors has neither DIN nor PAN.
  3. If applied, GSTIN will also be allotted.
     

POST INCORPORATION PROCESS

The Company has to comply with various process after it gets incorporated as Public Limited Company

  • The Company has to issue the share certificate to the shareholders who have subscribed the shares of the Company at the time of its incorporation within the prescribed time limit.
  • The name of the Company name, its registered office address and the Corporate Identity Number along with phone number, email id, fax number (if any), and website (if any), should be printed on letter head and on every other official documents as required. The name plate along with the address of the Company should be fixed at the gate of the Company office.
  • The Company has to file Form INC 20A to obtain certificate of Commencement of Business  within 180 days from the date of its incorporation.
  • Within 30 days of Incorporation, the Directors of the Company must appoint the first auditor. In case the Board of Directors fails to appoint the auditor, then the company has to call an EGM within 90 days to appoint its first auditor.
     

FREQUENTLY ASKED QUESTIONS

What is a Public Limited Company?

A Public Limited Company is a separate legal entity as per the Companies Act, 2013. A Public Limited Company is formed with a minimum of 7(Seven) members and a minimum 3(Three)Directors. There is no limit of maximum number of members. The Liability of the members of Public Limited Company is Limited. A Public Limited Company can offers its shares to the general public. Various regulatory body governs the function of a Public Limited Company.
 

What are the advantages of a Public Limited Company?

The advantages of a Public Limited Company are –

  • It enjoys the status of separate legal entity.
  • The Public Limited Company has perpetual succession that indicates that the company will continue to be in existence inspite of any change in the members of the Company.
  • It can easily sell or buy any property in its own name.
  • The shares of the Public Limited Company can be easily transferred.
  • The registration process is hassle free.
  • The Liability of the member is limited
  • No requirement of minimum paid up capital.
  • It can easily raise the capital by issuing the shares to the public
     
Who is the owner of the Public Limited Company?

The owner of the Public Limited Company is Shareholders.
 

How many Directors are required to form the Public Limited Company?

Minimum of 3 Directors  and a maximum of 15 Directors are required to form the Public Limited Company.
 

Can the maximum limit of 15 Directors be exceeded in Public Limited Company in case of appointment?

Yes, the limit can exceed the maximum criteria of 15 Directors by passing special resolution in case of appointment.
 

What is the Liability of the members of the Public Limited Company?

The Liability of the members of the Public Limited Company is Limited. In case of default of the Company, the members will not be liable for any penalty or fine.
 

Are obtaining DSC mandatory for Subscribers and Directors?

Yes, the Directors and the subscribers are required to obtain the Digital Signature Certificate. They have to sign the incorporation documents and for the same DSC is required.
 

When to file the Form INC 20A?

Form INC 20A to be filed by the Company within 180 days from the date of its incorporation. Form INC 20A  is required to be filed for obtaining the Certificate of Commencement of business.
 

Is obtaining Certificate of Commencement of business mandatory?

Yes, it is mandatory to obtain the Certificate of Commencement of business by the Public Limited Company. It is to obtain within 180 days since the date of its incorporation.
 

How many shareholders are required to incorporate the Public Limited Company?

The Public Limited Company can be formed with a minimum of 7 members. There is no maximum limit of the members of a Public Limited Company.
 

Conclusion

The entities are required due diligence before selecting the types of Company registration. After seeing the benefits and features of a public limited company, it can be easily said that opting for its registration will work wonder for various entities. One has to carefully select the types of company registration as per the need of there business.


EDITED BY MEENU