Public Limited Company is registered under the Companies Act, 2013 which can do the business on Pan India basis. It is a separate entity different from its promoters who can be individuals or non individuals like Companies or LLPs. The shares of the Public Company can be listed in stock exchanges and make general public its co-owners with its promoters. It is called public companies because of the large participation of general public in its capital and the utilization of public fund for its operation. Being capital intensive and larger geographical coverage, success of such public companies will impact general public also. Depending on the listing of its securities like share or debentures such companies will be further classified as Listed Public Companies and Unlisted Public Companies. The compliance requirement of public companies are more due to the larger public involvement, wider shareholding and public fund utilization. Unlike private companies, shares of the public companies are freely transferable. Compulsory dematerialization of the shares of the public companies, eases the process of transfer of such shares.
Incorporation of a limited company in India
1.Formation of Public Limited Company.
A Public limited company can have unlimited number of members and minimum number of members required is Seven ( 7 )
There should be at least three (3) directors and maximum number of directors permitted is Fifteen (15)
Hence a minimum Seven persons are required to form a Private limited Company. A minimum of any three of such persons are to be selected as Directors
2.Formalities in incorporation
Incorporation is doing at the Central Processing Centre of Ministry of Corporate affairs at Gurgaon and will be under the jurisdiction of Registrar of Companies of the State where the registered office is situated.
Incorporation is comprised of following steps
A. Name Application and Approval
For obtaining the desired name for the company to incorporate, we have to apply to the ROC in specified form Spice+ and the processing may take 1 to 3 days and cost involved is Rs. 1000/- subject to the availability of name.
B. Obtain Digital signature
Since all the filing to the Registrar of companies is through on line, one of the promoter should obtain a Class 3 Digital signature which costs Rs. 2000/-. If the number of promoter subscribers is Seven, all the applicants are required to obtain the Digital signature. The application for DSC is online and the process is involved mobile Email and video verification. On successful verification of application the applicant will get DSC in a secure device called E Token
C. Submission of Composite Incorporation documents for obtaining Certificate of incorporation and DIN
Next step involved is preparation and submission of incorporation documents like memorandum of association and articles of association online portal of the Ministry of Corporate affairs
The following documents are required for online submission
For Director/shareholder/Director cum shareholder
For Registered office Address
If foreign national is subscriber for company, all the incorporation documents signed by him need to be attested by Public Notary and to be apostilled as per the Hague convention
The new directors will get DIN Number and Certificate of incorporation will be issued in 1 to 3 days. At the Completion of registration of the company, the Ministry will issue the Incorporation certificate along with PAN Card and Tan Number
Thus for incorporation of a company, it may take 4 to 7 days from the date of submission of proper documents for DIN Number .
D. Submission of AGILE Form for obtaining GST Registration ESI, EPF Professional Tax and Bank account opening
The Incorporation document comprise a mandatory online application form for applying for GST Registration ESI, EPF Professional Tax and Bank account opening.
GST registration is optional but other registrations are automatic. The applicant can select the Bank with whom they want to open their bank account in the Form Agile
E. Spice+ and AGILE form for Name application, DIN Approval and Filing of Incorporation Document and for Other Registrations
The Ministry has recently introduced a Composite form for filing DIN application, Name approval and Incorporation Documents, GST and other registration. If we are very confident about the name we can use this form for registration of company which will help to register the company with 4-7 days
3. Post Incorporation Compliances
After the Company is registered the Company is required to file INC form 20 A for commencement of business and to exercise borrowing powers. The subscribers has to deposit the subscription amount before filing the said form.
• Consulting services to select the most suitable form of organization, based on the business needs and objectives.
• Incorporation of Public Limited Company, Drafting MOA and AOA as per the requirement.
• Getting all the needed registrations, approvals and licenses for the commencement of operations like PAN, TAN, & GST and other Registrations
• Registration as Startup under Start Up India, an initiative of Department for Promotion of Industry and Internal Trade, Government of India
• Ensure compliances with various corporate laws such as Companies Act, LLP Act and other Company Legislations Foreign Exchange Management Act, Foreign Trade, Securities laws, Labour Laws and other applicable laws.
• Getting the required approvals from Public bodies and Local authorities like Trade license, Shops and Establishment Registrations, Food license, Environmental Law approvals, MSME/UDYAM Registration with Ministry of Micro, Small and Medium Enterprises (MSME) and SSI Registration.
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