What is a Public Limited Company?
A Public Limited Company (PLC) is a business entity that can offer its shares to the public and has limited liability. It is governed by the Companies Act and is suitable for large businesses seeking to raise capital from the public. PLCs have a separate legal identity, perpetual succession, and must comply with stricter regulatory and disclosure norms compared to private companies.
Who Should Register a Public Limited Company?
Businesses planning to raise capital from the public through share issuance
Large enterprises seeking credibility and transparency
Companies aiming for stock exchange listing in the future
Organizations requiring a minimum of seven shareholders and three directors
Minimum Requirements for Public Limited Company Registration
| Requirement | Details |
|---|---|
| Minimum Shareholders | 7 (no maximum limit) |
| Minimum Directors | 3 (all must have valid Director Identification Numbers - DIN) |
| Authorized Share Capital | Minimum ₹1 lakh |
| Registered Office | Must have a fully constructed, lockable registered office premises |
| Company Name | Must be unique, comply with Companies Act and trademark laws, and end with "Limited" |
| Digital Signature Certificate | Required for at least one director to sign electronic documents |
Required Documents for Public Limited Company Registration
| Document Type | Details/Description |
|---|---|
| PAN Card (Directors/Shareholders) | Self-attested copies for all Indian directors and shareholders |
| Passport (Foreign Nationals) | Mandatory for foreign directors/shareholders, notarized/apostilled |
| Address Proof (Directors/Shareholders) | Aadhaar, passport, voter ID, or driver’s license (not older than 2 months) |
| Proof of Registered Office | Utility bill, rent agreement, or property document (not older than 2 months) |
| No Objection Certificate (NOC) | From the owner if office premises are rented/leased |
| Passport-sized Photographs | Recent photos of all directors and shareholders |
| Memorandum of Association (MoA) | Defines company objectives and scope |
| Articles of Association (AoA) | Rules and regulations governing company management |
| Director’s Consent (DIR-2) | Consent to act as director |
| Digital Signature Certificate | For all proposed directors |
| Other Supporting Documents | Bank statement, board resolutions, and any additional required documents |
Step-by-Step Public Limited Company Registration Process
1. Obtain Digital Signature Certificates (DSC)
All proposed directors and subscribers must obtain DSCs to sign electronic documents securely.
2. Apply for Director Identification Number (DIN)
Each proposed director must have a DIN, which can be applied for through the MCA portal or as part of the SPICe+ form.
3. Check and Reserve Company Name
Use the MCA portal to check the availability of your desired company name. The name must be unique, not infringe on trademarks, and end with “Limited.” Reserve the name through the RUN service or as part of SPICe+.
4. Draft MoA and AoA
Prepare the Memorandum of Association and Articles of Association outlining the company’s objectives, rules, and governance.
5. File SPICe+ Form
Submit the SPICe+ (INC-32) form online with all required documents, including MoA, AoA, director details, registered office proof, and consent forms. This form also includes applications for PAN and TAN.
6. Pay Registration Fees
Pay the prescribed government fees based on authorized share capital and other applicable charges.
7. Verification and Certificate of Incorporation
The Registrar of Companies (RoC) verifies the application and documents. Upon approval, the Certificate of Incorporation (COI) is issued, officially recognizing the company.
8. Apply for Certificate of Commencement of Business
After incorporation, the company must file Form INC-20A to declare commencement of business within 180 days.
Public Limited Company Compliance Checklist
| Step/Requirement | Description |
|---|---|
| DSC & DIN | Obtain for all proposed directors |
| Name Approval | Reserve unique company name via MCA portal |
| Document Preparation | Gather all required documents and proofs |
| Incorporation Filing | File SPICe+ form with MCA and pay fees |
| Certificate of Incorporation | Obtain from RoC after approval |
| PAN & TAN Application | Auto-generated with incorporation |
| Registered Office Setup | Maintain a registered office as per legal requirements |
| Appointment of Auditors | Appoint statutory auditors within 30 days of incorporation |
| Annual General Meeting (AGM) | Hold at least once every year |
| Board Meetings | Conduct minimum 4 board meetings annually |
| Annual Filings | File annual returns (MGT-7) and financial statements (AOC-4) |
| Director KYC | Complete DIR-3 KYC annually |
| Tax & GST Compliance | File income tax returns, GST returns, and other applicable taxes |
Frequently Asked Questions (FAQs)
How long does public limited company registration take?
Typically, 7 to 10 working days, depending on document verification and RoC processing.
Is physical presence required for registration?
No, the entire process is online through the MCA portal.
What is the minimum capital required?
Minimum authorized share capital is ₹1 lakh.
How many directors and shareholders are required?
Minimum 3 directors and 7 shareholders are mandatory.
Can foreign nationals be directors or shareholders?
Yes, foreign nationals can be directors or shareholders, subject to compliance with applicable laws.
What are the post-registration compliances?
Annual filings, board meetings, auditor appointment, maintenance of statutory registers, and tax/GST compliance are mandatory.
What happens if compliance is not maintained?
Non-compliance can lead to penalties, fines, director disqualification, or company dissolution.
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