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Public Limited Company Registration – Process, Cost & Rules

Raise money from the public, the right way. Experts build the structure; you build the business.

  • ✓Company name approval with MCA
  • ✓DIN and Class-3 DSC for all directors (minimum 3)
  • ✓MOA and AOA drafting for public company structure
  • ✓SPICe+ filing with 7-member compliance + PAN/TAN
  • ✓Certificate of Incorporation with listing-readiness checklist
CA/CS-guided review Your documents and structure are checked before anything is filed.
Written scope first Inclusions and payable charges are explained before work begins.
Support till it’s done One team owns your filing, from the first call to the final handover.
Plans from ₹24,999
Pick the plan that fits the stage of your business. Any variable government charges are shown in a written breakup before filing.

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Fees

Fees and packages for Public Limited Company

Pick the plan that fits the stage of your business. Every plan starts with a written breakup — no surprises later.

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1. How soon do you need this done?

Starter

₹24,999

What’s included

  • DSC & DIN for 3 directors
  • Name reservation — we file 2 name options
  • MOA & AOA drafted for 7+ shareholders
  • SPICe+ incorporation filing with MCA
  • Certificate of incorporation + PAN & TAN
  • Share certificates for all initial subscribers
  • Statutory registers set up (members, directors)

See how it works first ↓or talk to an expert

Scale

₹59,999

What’s included

  • Everything in Growth
  • Trademark application filed for your brand
  • Annual compliance starter — AOC-4, MGT-7, ADT-1 mapped and scheduled
  • Dedicated relationship manager
  • Board meeting documentation templates for the year

See how it works first ↓or talk to an expert

Done right, or your money back.

If our experts find your requirement can't be fulfilled as scoped, you get a full refund of the professional fee — no questions, no fine print. Government charges already paid are pass-through and go to the government, not us.

Written breakup before you pay

Every quote shows the professional fee, government charges and taxes as separate lines — you approve the full breakup in writing before paying anything.

Government charges are pass-through

Filing fees and department charges go to the government, not to us. They vary by state and case, so we show them separately for your situation.

No payment without your sign-off

The free consultation comes first. You only pay after you have seen the exact scope, the exact breakup and the expected timeline — no surprises later.

1

Free consultation. Tell us what you need; a CA, CS or advocate maps the exact scope.

2

Written quote. You receive the plan, the line-by-line breakup and the timeline in writing.

3

You approve, then pay. Work starts only after you sign off on the quote.

Public Limited Company Registration Package Inclusions

  • Name approval and SPICe+ filing with MCA
  • 7-member, 3-director structuring guidance
  • DIN, DSC, PAN, TAN processing
  • MOA/AOA drafting for public company
  • Certificate of Incorporation with compliance checklist
Clear scope

You know exactly which filings, documents and handover items belong to your selected plan.

Extra costs shown separately

State-specific and case-specific government charges are shown separately.

No blind upgrade

Choose the tier around the way you plan to operate, not simply the highest price.

After you pay

What happens after you pay

Five steps, no guesswork — you always know exactly what comes next. Tap a step to see what it involves.

You pay securely. Payment is confirmed instantly, and your receipt with the written fee breakup lands in your inbox.

Overview

A public limited company is the structure Indian law gives you when your ambitions outgrow a close circle of shareholders. It is defined in Section 2(71) of the Companies Act, 2013 as simply as definitions get: a company that is not a private company. That negative definition carries enormous practical consequences — no cap on members, freely transferable shares, and the legal ability to invite the public to put money into your business through a prospectus.

You need at least 7 members and 3 directors to set one up. There is no upper limit on members — that is the whole point. A public company can have seven shareholders or seven lakh. Shares change hands without the Articles of Association getting in the way, which is why this structure works for businesses that will bring in many investors over time.

Registration runs through the same SPICe+ system as a private company, filed with the Registrar of Companies under the Companies (Incorporation) Rules, 2014. The Ministry of Corporate Affairs processes it the same way. What differs is what comes after: heavier governance, stricter board composition, secretarial audit, and — if you list — the full SEBI disclosure regime. This page walks through all of it honestly, including when you should not choose this structure yet.

Is a public limited company the right structure for your business?

This is the most expensive common structure to run in India. Choose it for the right reasons.

A good fit if…

  • You plan to raise capital from a large number of investors — angel networks, venture funds across rounds, or eventually the public. The unlimited member ceiling means you never hit the 200-member wall that forces private companies to convert.
  • An IPO or listing is on your roadmap within the next few years. Starting as a public company (or converting early) lets you build listing-grade governance from day one instead of retrofitting it under time pressure.
  • Your sector effectively requires it. Certain NBFC categories, infrastructure finance, and some regulated financial businesses operate as public companies as a matter of industry practice or regulatory expectation.
  • You are creating a holding company for a group with many stakeholders, or a joint venture where freely transferable shares simplify future entry and exit.
  • ESOPs will go to hundreds of employees. Beyond 200 members, a private company cannot legally hold them all.

Consider something simpler if…

  • You have fewer than 7 committed shareholders right now. The 7-member minimum is not a formality — you need seven real people willing to be members at incorporation.
  • Your funding plan is seed and Series A from a handful of investors. A private limited company does this perfectly well at roughly half the annual compliance cost. Convert when the cap table actually demands it.
  • You want privacy around ownership and finances. Public companies disclose more — board composition, related-party transactions, and (if listed) quarterly results.
  • Cost matters more than optionality right now. Budget at least twice the annual compliance spend of a comparable private company: secretarial audit, stricter board processes, and more filings.

The most common path we see: start private, convert to public 18 to 24 months before the IPO window. The Section 14 conversion is mechanical and well-trodden. There is no prize for incorporating as a public company before you need to be one.

What must be decided before filing

People

  • 7 members minimum. These are the shareholders — the owners. They can overlap entirely with the directors (the same 3 people can be members too, plus 4 more). There is no maximum.
  • 3 directors minimum. At least one must be a resident of India — someone who stayed in India for 182 days or more in the previous calendar year (Section 149(3)). The board can go up to 15 directors; beyond 15 needs a special resolution.
  • Key managerial personnel. Depending on thresholds, you may need a managing director or CEO, a chief financial officer, and a whole-time company secretary (Section 203). For most newly incorporated public companies this crystallises as paid-up capital and turnover grow — we flag the triggers for you.
  • Independent directors and a woman director. Prescribed classes of public companies must appoint independent directors (Section 149(4)) and at least one woman director (proviso to Section 149(1)). The thresholds are in the Companies (Appointment and Qualification of Directors) Rules, 2014 — currently paid-up capital of ₹10 crore or more, turnover of ₹100 crore or more, or outstanding loans/debentures/deposits of ₹50 crore or more.

Decisions

  • Name. Must end with "Limited" (not "Private Limited"). Check MCA name availability and trademark conflicts before you get attached to one.
  • Authorised capital. There is no minimum, but the figure you declare in the MOA drives stamp duty — which varies by state. Delhi, Maharashtra, and Karnataka each compute it differently. We show the exact number before filing.
  • Registered office. A real address in India where MCA correspondence lands. It can be residential at the start.
  • Objects. The MOA's main objects must describe what the company will actually do. For a company that may diversify or raise public money, draft them broadly enough to avoid a future alteration (which needs a special resolution and filing).
  • Shareholding pattern. Who holds what percentage on day one. With 7+ members, get this in a shareholders' agreement — not just the MOA.

Documents

Same family as private company incorporation, scaled to more people: PAN and Aadhaar for every Indian director and shareholder, passport plus address proof for foreign ones, address proof not older than two months, registered-office proof with owner NOC, and recent photographs. Every director needs a Digital Signature Certificate (Class 3) and a Director Identification Number.

Advantages of the Public Limited Company

No ceiling on members

The single biggest structural advantage. A private company hits a hard wall at 200 members — cross it and you must convert. A public company can take on unlimited shareholders, which means unlimited fundraising rounds, large ESOP pools, and bonus issues without restructuring. If your cap-table model shows more than 150 members within three years, start here or plan the conversion date now.

Can invite the public to invest

Only a public company can issue a prospectus and invite public subscription (Sections 23–42). This is the legal gateway to IPOs, FPOs, and rights issues to the public at large. The prospectus regime — with its disclosure requirements under Section 26 and liability for misstatements under Sections 34 and 35 — is demanding, but it is also what makes public fundraising credible to strangers.

Freely transferable shares

Shares of a public company transfer without the Articles imposing restrictions — the opposite of a private company, where the AoA must restrict transfer. This matters for investor exits, secondary transactions, and listing. A buyer does not need the board's permission to buy your shares.

Listing-ready structure

If an IPO is the destination, a public company is the vehicle. You cannot list a private company's shares. Building governance — independent directors, audit committee, secretarial audit — from the public-company stage means the DRHP process later is an upgrade, not a rebuild.

Separate legal entity with perpetual succession

Like all companies, it is a person in the eyes of the law — it owns property, sues and is sued, and survives changes in membership. With unlimited members and transferable shares, this continuity is even more valuable: the company outlives any individual shareholder's involvement.

Credibility with lenders and institutions

Banks, financial institutions, and government bodies treat public companies as the most established private-sector form. For large borrowings, infrastructure projects, and institutional partnerships, the structure signals seriousness that a proprietorship or LLP cannot.

Easier large-scale borrowing

Beyond equity, public companies can issue debentures to the public and — if eligible under Section 76 (net worth ₹100 crore or more, or turnover ₹500 crore or more) — accept deposits from the public. These are funding channels closed to private companies.

Documents required for Public Limited Company Registration

Names, dates of birth, and addresses must match across every record. With 7+ members, mismatches are the number one cause of resubmission — we check every set before filing.

Identity and address proof (all directors and shareholders)

  • PAN card — mandatory for all Indian directors and shareholders
  • Aadhaar card — for identity and current address
  • Passport-size photograph — recent, white background
  • Address proof — bank statement or utility bill, not older than two months
  • Passport — mandatory for foreign directors/shareholders, with visa and overseas address proof

Registered office proof

  • Rent agreement or lease deed, if rented
  • NOC from the property owner consenting to use as registered office
  • Utility bill (electricity/water), not older than two months
  • Sale deed, if owned by a director or shareholder

What is a CIN?

Every company gets a 21-character Corporate Identification Number from the MCA on incorporation. It encodes the listing status, industry, state, year, and registration number. You will quote it on every filing, invoice, and contract for the life of the company.

Public Limited Company Registration process — step by step

Step 1: Confirm the structure fits

We check you have 7 willing members and 3 directors (one resident), and that the public-company compliance load makes sense for your stage. If it does not, we will tell you — a private company now and conversion later is often the smarter path.

Step 2: Digital signatures and DINs

Each proposed director gets a Class-3 DSC. Directors without a DIN get one through the SPICe+ filing itself (up to 3 DINs per filing); additional directors apply via DIR-3.

Step 3: Name reservation (SPICe+ Part A)

We file two preferred names ending in "Limited". The MCA checks against existing companies and LLPs. Rejections usually come from similarity — we pre-screen and suggest distinct options.

Step 4: Draft the MOA and AOA

The Memorandum sets out the objects and capital; the Articles set internal governance. For a public company, the Articles must not contain private-company restrictions (no share-transfer limits, no 200-member cap, no ban on public subscription). We draft both to match your actual business.

Step 5: File SPICe+ Part B with AGILE-PRO-S

The integrated filing covers incorporation, DIN allotment, PAN, TAN, and — through AGILE-PRO-S — GST, EPFO, ESIC, and Shops & Establishment registrations. INC-9 declarations and INC-22 registered-office proof go with it.

Step 6: Certificate of Incorporation

The MCA issues the certificate with your CIN. From this date, the company legally exists as a public company.

Step 7: Commencement of business (INC-20A)

Within 180 days of incorporation, file the declaration that subscribers have paid for their shares (Section 10A). Miss this and the company faces penalties and potential strike-off proceedings. We calendar it on day one.

How long does it take?

With complete documents: 10 to 20 working days — slightly longer than a private company because more people means more DSCs, more KYC, and more chances of a document mismatch.

  • Day 1–3: DSCs for all directors
  • Day 2–5: Name approval via SPICe+ Part A
  • Day 5–15: SPICe+ Part B filing and MCA processing
  • Day 15–20: Certificate, PAN/TAN, and AGILE registrations

The 180-day INC-20A clock starts at incorporation — that is the deadline that actually matters.

How ComplyKart helps in this Entire Process

Consulting: We start with whether you actually need a public company — the compliance cost is real, and we will recommend a private company plus planned conversion if that fits better. If public is right, we map the member/director/KMP requirements to your situation.

Structuring the people: With 7+ members, we handle the shareholder paperwork, resident-director requirement, and — where thresholds apply — independent and woman director appointments, so the board is compliant from day one.

Document preparation: MOA and AOA drafted for a public company (no private-company restrictions carried over by accident — a surprisingly common error), plus the full KYC set checked for consistency across all members.

Filing and follow-up: SPICe+ Part A and B, AGILE-PRO-S, INC-22, and the INC-20A commencement filing calendared and filed. We track MCA resubmissions and respond to them — most are document queries, not rejections.

What happens after the certificate arrives

In the first 30 days: Open a current account in the company's name. Deposit the subscription money. Issue share certificates. Appoint the first auditor (the board does this within 30 days; members ratify at the first AGM). Hold the first board meeting.

In the first 180 days: File INC-20A (declaration of commencement). This is the one new public-and-private companies most often miss — the penalty is ₹50,000 plus ₹1,000 per day of default.

In the first year: Set up the statutory registers (members, directors, charges), appoint KMPs as thresholds require, and establish the board calendar — minimum 4 meetings a year with gaps not exceeding 120 days.

The recurring compliance you are signing up for

This is heavier than a private company. Budget for it.

Every year, without fail:

  • Board meetings: at least 4, with no more than 120 days between two (Section 173)
  • Annual General Meeting within 6 months of financial year-end (Section 96)
  • Statutory audit and filing of financial statements — AOC-4 within 30 days of the AGM (Section 137)
  • Annual return — MGT-7 within 60 days of the AGM (Section 92)
  • Secretarial audit via Form MR-3 for prescribed classes (Section 204)
  • Auditor appointment/ratification — ADT-1
  • DIR-3 KYC for every director (triennial since 31 March 2026; next due 30 June 2028)
  • DPT-3 (return of deposits) by 30 June, if applicable
  • Income tax return and GST filings alongside

Also on the calendar: Related-party transaction approvals (Section 188), board's report with prescribed disclosures (Section 134), and — once listed — quarterly SEBI LODR filings, shareholding patterns, and corporate governance reports.

If a founder or investor is outside India

Foreign nationals can be members and directors (up to the full board minus the one resident director). FDI is permitted in most sectors under the automatic route; check the sectoral caps in the current FDI policy before structuring. Foreign members' documents need apostille (Hague Convention countries) or consularisation. Inbound investment reporting — FC-GPR for share issuance, FLA annual return — applies from day one.

Public LimitedPrivate LimitedLLPOPC
Minimum members7221
Maximum membersUnlimited200Unlimited1
Minimum directors322 partners1
Public subscriptionAllowedProhibitedProhibitedProhibited
Share transferFreeRestrictedN/ARestricted
Listing possibleYesNoNoNo
Annual complianceHeaviestHeavyLightModerate
Best forIPOs, mass fundraisingStartups, SMEsProfessionalsSolo founders

FAQ

Frequently asked questions

26 answers from our consultants.

You pay for our expert's time — document checking, filing, follow-ups — not the government. The government fee goes to the government; our fee is for the work we do so you don't have to figure it out yourself.

Tell us your situation in plain words — what you're trying to do, not which form you think you need. Half our job is stopping clients from buying the wrong service. The first consultation is free and honest.

Yes. We quote professional fee + government charges + taxes separately, in writing, before you pay. The number doesn't change midway. If the government fee changes, we show you the notification.

Every engagement gets a tracker — you see what's filed, what's pending and what's next. No chasing on WhatsApp for status updates.

Both. Startups get incorporation + early compliance bundles; established companies get annual retainers. About half our clients started with us at incorporation.

Yes — MCA, GST and income tax are central systems, so location doesn't matter for most filings. We're Delhi-based but serve clients across India. State-specific licences (Shops & Establishment, Professional Tax) we handle through our network.

That's most of our cleanup work. We assess the backlog, calculate exact late fees, file everything in the right order and get you current. No judgment — it happens more than you'd think.

Working hours: usually within a few hours on phone/WhatsApp. Filings are done on the committed timeline, not 'whenever'. If we need more time, we tell you before the deadline, not after.

No. Everything — documents, signatures, payments — works digitally. DSC-based filings don't need physical presence. Some clients never visit and that's fine.

Members must actually subscribe to shares — the MOA records each subscriber's shareholding. Dummy members create real problems later: every shareholder has rights, including to dividends and to vote. Choose members you actually want as co-owners.

If a private company is a subsidiary of a public company, the law treats the subsidiary as a public company for most purposes (proviso to Section 2(71)) — even if its Articles still look private. This catches group structures by surprise during audits.

Typically 10 to 20 working days with clean documents. More people means more DSCs and more KYC to verify — the most common delay is one member's mismatched address proof holding up the whole filing.

A prospectus is the formal offer document for inviting the public to buy your securities (Sections 23–42). You need one for any public issue — it must contain the matters in Section 26, be registered with the Registrar, and carries liability for misstatements (Sections 34–35). Private placements use a private placement offer letter instead (Section 42), not a prospectus.

A shelf prospectus (Section 31) lets certain issuers file once and issue securities in tranches over a year without filing fresh each time. A red herring prospectus (Section 32) is issued before the price is finalised — it has everything except the price and quantity, which come in the final prospectus. Both are tools for public issues, not for incorporation.

Only "eligible" public companies — net worth ₹100 crore or more, or turnover ₹500 crore or more — may accept deposits from the public (Section 76), within prescribed limits and with a credit rating. Other public companies may accept deposits only from their own members (Section 73). Violations carry severe penalties under Section 76A.

Only if you hit the prescribed thresholds: paid-up capital ₹10 crore+, turnover ₹100 crore+, or outstanding loans/debentures/deposits of ₹50 crore+. Most newly incorporated public companies do not — but check annually, because crossing a threshold mid-year triggers the requirement.

Prescribed classes of companies must have at least one woman director (proviso to Section 149(1)). The thresholds mirror the independent-director ones. It applies to the company, not the industry — check your numbers, not your sector.

Yes, with no cap — but at least one director must be resident in India (182+ days in the previous calendar year). Foreign directors need a DIN like anyone else, and their documents need apostille or consularisation.

AOC-4 (financial statements, 30 days from AGM), MGT-7 (annual return, 60 days from AGM), ADT-1 (auditor appointment), DIR-3 KYC per director (triennial), DPT-3 if deposits exist, plus board meetings (4/year minimum), AGM, secretarial audit (MR-3) for prescribed classes, and tax filings.

The declaration of commencement of business, due within 180 days of incorporation (Section 10A). It confirms subscribers paid for their shares. The penalty for missing it starts at ₹50,000 plus ₹1,000 per day — and the Registrar can initiate strike-off. This is the most-missed new-company filing we see.

Yes — it is one of the most common conversions we handle. Pass a special resolution altering the Articles to remove private-company restrictions, ensure 7+ members and 3+ directors, and file MGT-14 and INC-27. Most conversions complete in 3 to 6 weeks.

Yes, but it needs National Company Law Tribunal (NCLT) approval under Section 14 — a slower, more involved process than the private-to-public direction. Think carefully before going public if you might want to reverse it.

No. Unlisted public companies are common — large family businesses, wholly-owned subsidiaries of listed parents, and pre-IPO companies all operate unlisted. Listing is a separate decision that brings SEBI's LODR regime with it.

The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 — the rulebook for listed companies. It applies from the day your securities list: quarterly results, shareholding patterns, corporate governance reports, event-based disclosures. It roughly doubles the compliance function.

Freely — that is the defining difference from a private company. No board approval needed, no pre-emption rights unless the Articles (unusually for a public company) create them. For listed shares, transfer happens through demat and the depository system.

Same as any company: corporate income tax (22% concessional or 25%/30% standard, plus surcharge and cess), GST on supplies, TDS obligations, and dividend distribution in shareholders' hands. Structure does not change tax rates — only compliance scope.

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I found the professionalism of the staff at complykart.com, a pleasure to work with. As a foreigner to India, they took the time to explain the documentation and assisted in every question I raised. I was pleased that complykart.com made it easy for my Business.
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Learning center

Guides on Public Limited Company

Deeper reading from our articles — the same rules, explained in plain words.

Last reviewed: 19 October 2026

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