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Convert Private Limited to Public Limited Company

We specialize in Private Limited Company to Public Limited Company Registration services to help your business meet compliance requirements and contribute to sustainable growth. Our services include the following:

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Overview

Overview of Private to Public Limited Companies

Understand the key differences and the conversion process between Private Limited and Public Limited Companies.

Private Limited Company

A privately held firm for small businesses. In a private limited corporation, each member's responsibility is limited to the amount of shares that they each own. A private limited company's shares cannot be exchanged.

Public Limited Company

A business whose shares can be bought and sold by anybody and are traded on a stock exchange. A publicly held firm is another name for it. A public limited company is one that, as its name implies, sells firm shares to the broader public. A public limited company is one that offers firm shares to the general public and has limited liability, according to the Company's Act of 2013. Anyone can purchase shares of such a corporation through IPOs or stock market trading, respectively (Initial Public Offerings).

Convert Private to Public Limited Company
Who Needs This Service

Is Converting to a Public Company Right for Your Business?

Businesses looking to raise capital through public offerings, expand operations, or enhance their market credibility can benefit from converting to a Public Limited Company.

  • Private companies seeking public investment
  • Businesses planning to list on stock exchanges
  • Companies with growth and expansion plans
  • Businesses looking to enhance market reputation
  • Companies planning mergers or acquisitions
  • Any private company wishing to go public
Eligibility Requirements

Minimum Requirements for Conversion

To convert a Private Limited Company to a Public Limited Company, the following eligibility criteria must be met.

  • Minimum Members: At least 7 members in the company (as per Section 3 of the Companies Act, 2013)
  • Paid-up Capital: Minimum paid-up capital of Rs. 5 Lakhs for a public company
  • Directors: At least 3 directors with valid DIN (Director Identification Number)
  • Board Resolution: A board resolution passed for conversion
  • Shareholder Approval: Special resolution passed by shareholders (at least 75% approval)
  • Compliance: All statutory filings and returns must be up to date
Benefits

Benefits of Converting to a Public Limited Company

Converting to a public limited company offers several strategic advantages.

Easily Transferable Shares

A public limited company's shareholders can easily transfer their shares. They only need to give the buyer the share certificate and file the share transfer form.

Raise Capital from Public

The public limited structure allows you to use shares to raise cash from the general public. All public limited businesses are permitted to offer fixed deposits, debentures, and convertible debentures.

Enhanced Credibility and Reputation

Public limited businesses must make their audited statement of accounts public, notify regulatory agencies of any structural changes, and hold annual general meetings open to all shareholders. This builds trust.

Better Growth Opportunities

Being a public company opens doors for mergers, acquisitions, and strategic partnerships, facilitating business growth and expansion.

Documents Required

Documents Needed to Convert to a Public Limited Company

The following documents are required for the conversion process:

Director Documents
  • PAN Card of Directors
  • Aadhaar Card / Voter ID
  • Passport-size Photos
  • Address Proof (Utility Bill)
  • DIN of Directors
Company Documents
  • Current MOA and AOA
  • Special Resolution for Conversion
  • Updated MOA and AOA
  • Statement of Assets and Liabilities
  • Board Resolution
ROC Documents
  • Form MGT-14
  • Form INC-27
  • Consent of Directors
  • Registered Office Proof
  • NOC from Landlord
Step-by-Step Procedure

Procedure for Converting to a Public Limited Company

Follow these steps for a smooth conversion from Private to Public Limited Company.

01
Board Meeting

Hold Board Meeting

Call a board meeting and pass a resolution to initiate the conversion process. Approve the draft of the amended MOA and AOA.

02
Shareholder Approval

Pass Special Resolution

Convene an Extraordinary General Meeting (EGM) and pass a special resolution for conversion with at least 75% shareholder approval.

03
File MGT-14

File Form MGT-14

File Form MGT-14 with the ROC within 30 days of passing the special resolution along with the required documents.

04
Amend MOA & AOA

Update MOA and AOA

Amend the Memorandum and Articles of Association to reflect the new public company structure and regulations.

05
File INC-27

File Form INC-27

File Form INC-27 with the ROC for the conversion process and attach all necessary documents and forms.

06
Certificate Issue

Receive Certificate of Incorporation

Upon approval, the ROC issues a fresh Certificate of Incorporation as a Public Limited Company.

Authority, Timeline & Fees

Where the application goes, and what it costs

Government Authority

Registrar of Companies (ROC), Ministry of Corporate Affairs (MCA), Government of India.

Estimated Processing Period

Typically 30 to 45 working days from complete document submission, depending on ROC workload.

Certificate Issued

Certificate of Incorporation as a Public Limited Company.

Fee Structure

Government filing fees as prescribed by MCA. Professional fee quoted upfront by First Auditor.

ComponentPaid ToNature of charge
Form MGT-14 Filing Fee Registrar of Companies As per MCA schedule
Form INC-27 Filing Fee Registrar of Companies Based on authorized capital
Stamp Duty State Government State-specific rates
Professional Fee First Auditor Quoted upfront, one-time

Government fees are prescribed by MCA. Our team quotes both components separately before you proceed, with nothing added later.

Validity & Renewal

Validity and Renewal of Public Limited Company

Once converted to a Public Limited Company, the status is valid as long as statutory compliances are met.

  • Validity: Public company status is perpetual, but the company must comply with ongoing compliance requirements.
  • Annual Filings: File Annual Returns (Form AOC-4 and MGT-7) with ROC every year.
  • Board Meetings: At least 4 board meetings in a year with a gap not exceeding 120 days.
  • AGM: Hold an Annual General Meeting every financial year within 6 months of the close of the financial year.
  • Statutory Audit: Mandatory statutory audit by a Chartered Accountant.
  • Renewal: No specific renewal required, but all filing fees must be paid annually to maintain active status.
Common Reasons for Rejection

What causes ROC to reject a conversion application

  • Incomplete or incorrect form submission
  • Missing or invalid documents
  • Outstanding government fees not paid
  • Pending statutory returns not filed
  • Non-compliance with Companies Act, 2013
  • Insufficient shareholding or members
  • Objections from creditors or stakeholders
  • Name not available or not approved
  • Filing made after the prescribed timeline
  • Improper consent from directors and shareholders
How First Auditor Assists

One team, from Private Company to Public Company

We manage every step, document, and filing with the ROC so you can focus on your business transition.

Eligibility Check

We verify your eligibility and ensure all requirements are met for a smooth conversion.

Documentation Support

Help preparing and organizing all required documents and forms.

Meeting Support

Guidance on board meetings and shareholder approvals for conversion.

MOA & AOA Drafting

Assistance in amending MOA and AOA to reflect the public company structure.

ROC Filing

Complete filing of Form MGT-14 and INC-27 with the Registrar of Companies.

Query Handling

We respond to any queries or clarifications raised by the ROC.

Timely Follow-up

Regular follow-up with ROC to ensure timely processing of your application.

Certificate Delivery

Delivery of the new Certificate of Incorporation as a Public Limited Company.

Post-Conversion Support

Guidance on post-conversion compliance and record updates.

Frequently Asked Questions

FAQ

The conversion process involves holding a board meeting, obtaining shareholder approval, amending the Memorandum and Articles of Association, and filing the necessary forms with the Registrar of Companies.

Documents required include a special resolution passed by shareholders, updated Memorandum and Articles of Association, and Form MGT-14 for filing with the Registrar.

The conversion process can take 30-45 days, depending on the timely submission of documents and approvals from regulatory authorities.

Yes, a public company must have at least seven members, and it must adhere to certain capital requirements as specified by the Companies Act.

Converting to a public limited company allows for raising capital through public offerings, enhances credibility, and can facilitate mergers and acquisitions.

Yes, a public company can be converted back to a private company, but it requires shareholder approval and ROC approval.

First Auditor provides end-to-end assistance for conversion including document verification, resolution drafting, ROC filing, and post-conversion compliance. We ensure error-free submission and timely incorporation.
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Disclaimer: This page is provided for general informational purposes only and does not constitute legal, tax, or professional advice. Filing requirements, forms, and timelines are prescribed by the Ministry of Corporate Affairs under the Companies Act, 2013 and are subject to change without notice. First Auditor is an independent professional services firm and is not affiliated with, or an agent of, any government department. Please consult our team or a qualified professional for advice specific to your situation before making any conversion decision.
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