Limited Company

At JuroLegal, we simplify the process of Limited Company Registration in India by offering end-to-end legal and compliance support under the Companies Act, 2013. Our experts assist with name reservation, Digital Signature Certificates (DSC), Director Identification Numbers (DIN), drafting of Memorandum and Articles of Association (MoA & AoA), and filing incorporation documents with the Ministry of Corporate Affairs (MCA). Whether you’re forming a Private Limited or Public Limited Company, we ensure the registration process is smooth, accurate, and fully compliant with ROC and MCA guidelines. From obtaining your Certificate of Incorporation to setting up your PAN, TAN, and GST registration, JuroLegal provides a one-stop solution to legally establish your business structure, protect ownership, and build credibility in the marketplace.

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Registering a Public Limited Company in India is ideal for entrepreneurs planning large-scale business operations. It requires a minimum of seven members, with no upper limit on the number of shareholders. This structure enjoys the benefits of a corporate entity, including limited liability. A Public Limited Company can list on the stock exchange to raise capital from the general public, necessitating compliance with various government regulations. Such companies are registered under the Companies Act, 2013, allowing them to issue shares to raise public capital. While the rules and regulations governing Public Limited Companies are more stringent compared to Private Limited Companies, the advantages they offer are significant. These include the ability to raise large amounts of capital, limited liability for members, and easy transferability of shares. Despite the stricter regulatory requirements, incorporating a Public Limited Company is advantageous for its scalability, credibility, and the benefits akin to those of a Private Limited Company, with added features such as broader ownership and capital-raising capabilities.

The procedure for obtaining Public Limited Company Registration involves several steps:

Step 1: Ensure all legal requirements regarding the number of directors, shareholders, and minimum paid-up share capital are met.

Step 2: Obtain Digital Signature Certificates (DSC) and Director Identification Numbers (DIN) for the directors.

Step 3: Register a proper address for the company’s registered office with the Registrar of Companies (ROC).

Step 4: Get the company name approved by the ROC through the RUN form, ensuring it ends with “Limited” for a Public Limited Company.

Step 5: Execute the Memorandum of Association (MoA) and Articles of Association (AoA) – crucial documents of the company.

Step 6: Submit the prepared documents to the ROC for verification.

Step 7: Upon verification, the ROC registers the company and issues the Certificate of Incorporation (COI) along with the Corporate Identity Number (CIN).

Step 8: Apply for a certificate of commencement within 180 days of receiving the COI, indicating that all subscribers have paid their subscription money.

Some various rules and regulations are prescribed under the Companies Act,2013 for the formation of a Public Limited Company in Inia. Here is a checklist one should know of while registering a Public Limited Company:

  • Minimum 7 shareholders are required to form a Public Limited Company.
  • A minimum of 3 Directors is required to form a Public Limited Company.
  • A minimum share capital of Rs.5 lakh is required.
  • DSC of one of the Directors is needed when the self-attested identity copies and address proof are submitted.
  • DIN for the Directors is necessary.
  • Application is to be made for the selection of the Name of the Company.
  • An application that comprises the main object clause of the company is made. This object clause will define the main objectives of a Company after the incorporation.
  • The application is submitted to the ROC along with the necessary documents like MOA, AOA, a duly fille form DIR-12, Form INC 7, and Form INC -22 is needed.
  • Payment of the registration fees that are prescribed by the ROC.
  • Once the ROC has approved the company should apply for the business commencement certificate.

The initiation of the Public Limited Company Registration process necessitates adherence to minimum requirements as stipulated by the Companies Act. These prerequisites encompass securing a minimum number of shareholders and directors, alongside crucial elements such as a valid company name and a designated office address. Essential details regarding the minimum requirements for Public Limited Company Registration are outlined below:

  1. At Least 7 Shareholders
  2. At Least 3 Directors
  3. A Valid Company Name (Guidelines provided for reference)
  4. A Fully Constructed and Lockable Registered Office Premises
  5. Adequate Capital (No Minimum Prescribed Limits)

For comprehensive guidance on these prerequisites and further details, consulting our experts is recommended.

  • Here are the advantages of registering as a Public Limited Company:

    • Separate Legal entity: A public limited Company is considered to be a separate legal entity from the shareholders. The public limited company has a perpetual existence and can have its PAN, bank account, approvals, contracts, licenses, assets, and liabilities.
    • Multiple avenues of funding: A public limited company raises funds from individuals as well as from financial institutions. The funds may be also raised in equity shareholding, preference shareholding, or debentures.
    • Easy transferability of shares: It is one of the biggest advantages of a Public Limited Company, the shares can be easily transferred by a shareholder to other legal entities- be it an individual or an organization in India or abroad. The director of the company can also be changed for ensuring the business perpetuity.
    • Limited Liability: The shareholders of a Public Limited Company are given limited liability protection. In a situation of unexpected liability, the same would be limited only to the company and the not affect the shareholders in any way.
    • Growth opportunities: As the organization has a vast capital base the development openings are likewise huge, particularly in the event of an open constrained organization.
    Management: The organization is controlled by the Board of Directors. This Board of Directors is elected by the investors.

Unlisted Company

  • Board Meetings: An unlisted Public Limited Company is required to hold at least 4 board meetings in compliance with Section 173 of the Companies Act,2013.
  • Appointment of a Cost Auditor: The auditor is required to be appointed as per Section 148(3) along with Rule 6(2) and Rule 6(3A) of the Companies Rules,2014. For this form, CRA 2 is to be filed. It is pertinent to mention that the original appointment of the auditor should be done within 30 days of the Board meeting or 180 days of the financial year, whichever is earlier. When a casual vacancy arises the same is to be filed within 30 days.
  • Return of Deposits: Returns of deposits have to be filed with the ROC under whose jurisdiction the company falls via Form DPT 3 in compliance with rule 16 of the Companies (Acceptance of Deposit) Rules,2014.
  • Appointment of CFO or CS or CEO: Section 203 read with Rule 8 and Rule 8A of the Companies Rules,2014 requires the appointment of the CFO or CS or CEO within 30 days of the AGM or 6 months in case of the casual vacancy. Form MGT 14 or Form DIR 12 are filed.
  • Annual General Meeting: AGM for the declaration of the dividend has to be conducted in compliance with Section 96 of the Companies Act, 2013.
  • CSR Committee: CSR Committee has to hold four meetings with a gap of not less than 120 days between the two meetings held for discussion and approval of the CSR activities. This is done under the Companies Act,2013 read with Companies Rule,2014 and Secretarial Standard.
  • Director’s Disclosure: Directors are required to disclose any financial interest in the Company via Form MBP 1 in compliance with Section 184(1) of the Companies Act,2013 read with Rule 9(1) of the Companies (Meetings of Board and its Powers) Rules,2014.

Listed Company

  • Annual General Meeting: Annual General Meeting has to be held following Section 121(1) of the Companies Act, 2013. Form MGT-15 has to be filed once the AGM has been conducted
  • Financial Statements: The Financial Statements of the Company have to file as per Section 137 of the Companies Act,2013, read with Rule 12(2) of the Companies (Accounts) Rule,2014. The Financial statement consists of the balance sheets, cash flows statements, Director’s statement, Director’s report, Auditor’s report, and the combined financial state, meaning which is prepared in XRBL (Extensible business reporting system). This is filed via Form AOC 4
  • Annual Return: This has to be filed following Section 92 of the Companies Act.2013 read with the Rule 11(1) of the Companies (Management and Administration) Rules,2014. The Annual return contains the information about the directors and shareholders and is required to be filed in Form MGT7 with the relevant ROC.
  • Financial and Director’s Report: Adoption to the financial and director’s report is to be done in consonance with Section 173 of the Companies Act read with the Secretarial standard 1. The filing is done via form MGT 14.
  • Income Tax Returns: This is to be filed with the Tax department in form ITR 6 on or before September 30th of the financial year
  • Secretarial Audit Report: Submission of the Secretarial report is a requirement under Section 204 of the Companies Act,2013 read with Rule 9 of the Companies Rules,2014. The secretarial report has to be submitted only when the Company’s total paid-up capital is equal to or crosses Rs. 50 crores or the annual turnover is equal to or exceeds INR 50 crores or the annual turnover is exceeding Rs.250 crores. This filing did via Form MR 3
  • Other compliances: These include the rules and regulations that are laid down by SEBI. The listed Companies have to comply with the regulations of 2015.
  • Draft & submit the captivating Memorandum of Association (MOA) & Articles of Association (AOA) that outline the company’s objectives & internal rules.
  • Meet the financial threshold by fulfilling the minimum authorized and subscribed share capital requirements, as per the Companies Act, 2013.
  • Assemble a dynamic team of at least three directors and obtain their unique Director Identification Numbers (DINs) to steer the company’s success.
  • Set the stage for success by hosting an impressive Annual General Meeting (AGM) within six months of the financial year-end, where you unveil financial statements and reports to captivate shareholders.
  • Harness the power of collaboration through regular board meetings, conducting at least four per calendar year, to foster innovation and make informed decisions.
  • Comply with the legal spotlight by meticulously maintaining statutory registers, including registers of members, directors, and charges, showcasing your commitment to transparency.
  • Craft a compelling financial narrative through meticulous preparation and filing of annual financial statements, showcasing the company’s financial prowess with the balance sheet, profit and loss account, cash flow statement, and accompanying notes.
  • Entrust the company’s financial integrity to a skilled auditor, appointed within 30 days of incorporation, ensuring compliance with annual appointment and rotation requirements.
  • Secure your company’s legacy by filing an annual return with the Registrar of Companies (ROC), providing a comprehensive snapshot of company details, shareholding structure, director information, and other essential data.
  • Embark on a journey of compliance excellence, adhering to all provisions of the Companies Act, 2013, and its related rules and regulations, showcasing your commitment to ethical and responsible business practices.
  • Navigate the tax landscape diligently, ensuring timely payment of income tax, meticulous filing of tax returns, and seamless adherence to Goods and Services Tax (GST) regulations, should they apply.

Earn recognition for your compliance prowess by obtaining relevant certifications, such as the prestigious Commencement of Business Certificate, where applicable, cementing your position as a compliant and trusted player in the market

Yes, a Public Limited Company can be converted into a Private Limited Company, subject to compliance with the Companies Act, 2013, and specific regulatory requirements. Considerations include obtaining shareholder consent, meeting eligibility criteria, and completing necessary filings with the ROC.