1. What is a Public Limited Company (PLC)?
A Public Limited Company (PLC) is a company incorporated under the Companies Act, 2013, where ownership is offered to the public through shares, and its securities can be listed on stock exchanges.
- Separate Legal Entity: Distinct from shareholders and directors.
- Limited Liability: Shareholders are liable only to the extent of unpaid share capital.
- Public Fundraising: Can raise funds via IPO, FPO, rights issue, etc.
- Transferability of Shares: Shares are freely transferable.
📘 Legal Reference: Section 2(71) of the Companies Act, 2013.
2. Capital Requirements
- Minimum Paid-Up Capital: ₹5 lakh (as per Companies Act)
- Authorized Capital: As per requirement (declared in MOA)
- Can issue equity, preference, debentures, and convertible instruments
- Public issue requires compliance with SEBI (ICDR) Regulations, 2018
3. Directors
- Minimum: 3 directors
- Maximum: 15 directors (more allowed via special resolution)
- At least 1 director must be Indian resident
- At least 1/3rd must be Independent Directors (if listed)
- Must obtain:
- DIN (Director Identification Number)
- DSC (Digital Signature Certificate)
📘 Legal Reference: Sections 149–152, Companies Act, 2013
4. Shareholders
- Minimum: 7 shareholders
- Maximum: No limit
- Can be individuals, companies, NRIs, or foreign investors
- Shareholders may or may not be directors
5. Registration Process & Cost (Approximate)
| Component | Estimated Cost (₹) |
| DSC & DIN for 3 directors | 2,000 – 4,500 |
| Name Approval (RUN) | 1,000 |
| Govt. Filing Fees (MOA, AOA, SPICe+) | 6,000 – 15,000 |
| PAN, TAN | Free via SPICe+ |
| Professional Fees | 10,000 – 20,000+ |
💰 Total Cost: ₹25,000 – ₹40,000+ depending on capital and legal advisor
6. Annual Compliance Cost
| Compliance Type | Approx. Cost (₹) |
| ROC Filings (MGT-7, AOC-4) | 10,000 – 20,000 |
| Annual General Meeting (AGM) Filing | Included |
| Financial Audit (Statutory) | 20,000 – 1,00,000+ |
| Income Tax Return (ITR-6) | 10,000 – 30,000 |
| Secretarial Audit (if applicable) | 20,000 – 1,00,000 |
| SEBI Compliance (if listed) | As per scope |
| Total | ₹50,000 – ₹2,00,000+ annually |
7. Post-Incorporation Requirements
- Open company bank account
- File Certificate of Commencement of Business (INC-20A) within 180 days
- Appoint first auditor (ADT-1 within 30 days)
- Allot share certificates within 60 days
- Conduct board meetings (min 4/year) and AGM (annually)
- Maintain statutory registers:
- Register of Members, Directors, Charges, Loans, Contracts, etc.
- Maintain proper books of accounts and audits
- File all ROC returns on time
- Obtain necessary licenses (GST, PF, ESI, IEC, etc.)
8. Taxation and Audit
- Corporate Tax:
- 22% + 10% surcharge + 4% cess (effective ~25.17%) under Sec 115BAA
- 30% for companies not opting 115BAA
- MAT (Minimum Alternate Tax): 15% (if 115BAA not opted)
- Tax Audit u/s 44AB if turnover > ₹1 crore (₹10 crore if 95%+ digital receipts/payments)
- TDS Compliance: Monthly and quarterly TDS returns
- GST Audit: If turnover exceeds ₹5 crore (state-specific thresholds may apply)
9. Other Important Points
🔓 Legal & Ownership Structure
- Independent legal identity
- Can own property, sue/be sued
- Shareholders and management are separate
📈 Funding Capabilities
- Can raise capital via IPO, rights issue, debentures, ESOPs
- Eligible for foreign investment (FDI up to 100%)
- Regulated by SEBI, Companies Act, RBI, FEMA
📜 Governance & Transparency
- Must follow detailed disclosures, board composition, and audit standards
- High compliance burden — quarterly and annual reporting, statutory disclosures
- Appoint Company Secretary, Internal Auditor, and Independent Directors (if listed)
🌐 Listing Eligibility
- Can list shares on BSE, NSE, SME Exchanges
- Must meet SEBI norms (paid-up capital, net worth, profitability)
- Subject to SEBI (LODR) Regulations, 2015
10. Restrictions/Challenges
- High compliance cost and complexity
- Public scrutiny and transparency requirements
- Cannot operate informally or with minimal disclosure
- Strict timelines for reporting and auditing
- Management accountability to public shareholders
11. Best Suited For
- Medium to large-scale businesses planning external fundraising
- Companies seeking public listing (IPO)
- Enterprises that require equity dilution and ESOP structuring
- Regulated sector companies (banking, insurance, infrastructure)
12. Documents Required for Public Limited Registration:
- PAN Card
- Adhar Card (Front & Back)
- Phone Number
- Mail ID
- Passport Size Photo
- Voter ID/ Driving License
- Bank Statement containing latest bank entries with name, address, A/c No, etc.
- Electricity Bill for proposed registered office.
- NOC if electicity bill is in the name of the third party.
Note: Provide above documents for all proposed directors & shareholder. RoC may ask for additional documents. Above information subject to change, contact us for latest information.
⚠️ Disclaimer
The above information is provided for general awareness and informational purposes only. While we strive to keep the content accurate and up to date, we do not guarantee the completeness, accuracy, or reliability of any information provided herein. The content should not be construed as legal, tax, or professional advice. We recommend consulting with our customer service team for the most recent and applicable guidance. We shall not be held responsible for any loss or liability arising from the use of this information.
