Public limited company registration

A Public Limited Company is a company that is permitted to offer its shares to the general public. It is incorporated under the Companies Act, 2013 and has a minimum of 7 directors, 7 members, and ₹5 lakh paid-up capital. PLCs can list on stock exchanges (NSE/BSE) and raise funds from the public through IPOs.

A PLC can have unlimited members, freely transferable shares, and can invite public subscriptions. A Pvt Ltd has a maximum of 200 members, restricted share transfer, and cannot invite public subscriptions. PLCs have higher compliance requirements and mandatory public disclosures.

The minimum paid-up capital for a Public Limited Company is ₹5 lakh (or as prescribed by MCA). There is no maximum limit on paid-up capital. Authorized capital should be planned higher to accommodate future fundraising.

Yes. A PLC can list on recognized stock exchanges like NSE and BSE. Listing requires compliance with SEBI regulations, including audited financials for 3 years, promoter lock-in, and minimum public offer of 25% of post-issue capital.

An Initial Public Offering (IPO) is the first sale of shares by a company to the public. A PLC can go public through an IPO, which is regulated by SEBI. An IPO is required when a PLC wants to list on a stock exchange and raise funds from the general public.

A prospectus is a formal legal document that provides details about an investment offering for sale to the public. Under Section 28 of the Companies Act, 2013, a PLC making a public issue of shares must issue a prospectus. However, if the PLC is not making a public issue, it can file a 'statement in lieu of prospectus'.

Yes. A Private Limited Company can convert to a Public Limited Company by passing a special resolution (75% majority) and filing Form INC-27 with ROC. The company must increase its directors to 7 (if not already) and meet the minimum capital requirement of ₹5 lakh.

A PLC must comply with: (1) Annual ROC filings - AOC-4, MGT-7, ADT-1, DIR-3 KYC; (2) Mandatory AGM within 6 months of FY end; (3) If listed - SEBI LODR compliance, quarterly financial results, annual report, promoter holding disclosure; (4) Income tax return annually; (5) GST returns if registered.

SEBI (Securities and Exchange Board of India) compliance applies to listed PLCs under the SEBI (Listing Obligations and Disclosure Requirements) Regulations. Requirements include: quarterly and annual financial results, annual report with corporate governance report, promoter holding disclosure, related party transaction disclosure, and board composition requirements (minimum 1 woman director, 1 independent director).

Yes, a PLC can have foreign shareholders including foreign institutional investors (FIIs), foreign portfolio investors (FPIs), and NRIs. Foreign shareholding is governed by FEMA regulations and FDI policy. Certain sectors have FDI caps (e.g., 49% in insurance, 74% in defence under automatic route).

A PLC must have a minimum of 3 directors at the time of incorporation. Within 1 year of incorporation, the company must increase its directors to 7. There is no maximum limit on directors. At least one woman director is recommended under the Companies Act.

Yes, a PLC can issue Employee Stock Ownership Plans (ESOPs). In fact, PLCs that are listed can issue ESOPs through stock exchanges. ESOPs must comply with SEBI (Share Based Employee Benefits) Regulations for listed companies.

The quorum for a PLC board meeting is 3 directors (or 1/3rd of the total number of directors, whichever is higher). If quorum is not met within 30 minutes, the meeting is adjourned to the next week.

Yes, a PLC can issue debentures to raise debt capital. Debentures can be convertible or non-convertible. Listed PLCs can issue debentures through SEBI-regulated channels (NCDs). Debenture holders are creditors, not shareholders.

A PLC can be wound up: (1) Voluntarily by shareholders (special resolution), (2) By tribunal on grounds specified in Section 271 of the Companies Act. The winding up process involves appointing a liquidator, realising assets, paying creditors, and distributing surplus to shareholders.