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Pathak Associates

Public Limited Company Registration

Public company registration for businesses seeking public capital and stock exchange listing.

A public limited company is the structure required to offer shares to the public and the only one that can be listed, and it carries the heaviest compliance load in Indian company law — at least seven shareholders and three directors, an independent-director and board-committee framework once thresholds are crossed, and disclosure obligations a private company does not have. Almost every business that asks for one wants a private limited company; the small number that genuinely need this know exactly why.

Who this is for

  • Public capital access
  • High credibility
  • Stock listing
  • Perpetual succession

The process

What we actually do

  1. 1

    We confirm you actually need a public company

    A private limited company can have up to 200 shareholders, raise private investment, and issue employee stock — which covers essentially every growth business that is not listing. A public company adds cost and disclosure without adding capability unless you are going to the public for money.

  2. 2

    We assemble seven subscribers and three directors

    The minimums are statutory and cannot be waived. At least one director must have stayed in India for 182 days or more in the previous financial year.

  3. 3

    We draft the memorandum and articles for a public company

    The articles have to accommodate public company requirements — share transfer without restriction, general meeting procedure, and the committee structure that follows once thresholds are met.

  4. 4

    We file SPICe+ and complete incorporation

    The same integrated form as a private company, with the additional subscribers and the public company name ending in 'Limited'.

  5. 5

    We set up the governance calendar from day one

    Four board meetings a year with a maximum gap of 120 days, an AGM within six months of the year end, and the audit and committee requirements that attach as the company grows. Public company compliance is a calendar, not a form.

Who this is for

  • Businesses intending to raise capital from the public or list on an exchange
  • Companies whose sector regulator requires public company status
  • Groups converting a private company that has outgrown the 200-shareholder limit
  • Ventures whose investors require the governance framework a public company carries

How long it takes

Fifteen to twenty-five working days, longer than a private company because there are seven subscribers to coordinate and the documentation is heavier.

If you do nothing

A public company that lapses on filings attracts the same uncapped daily fee as any other, but against a larger board and a wider set of officers in default. The disclosure obligations also mean the default is visible on a public register to exactly the investors and counterparties the structure was chosen to attract.

The law, in figures

Dates, thresholds and sections

Every figure below carries the provision it comes from, so it can be checked.
WhatFigureSource
Minimum shareholders7Section 3(1)(a), Companies Act 2013
Minimum directors3, at least one resident in IndiaSections 149(1) and 149(3), Companies Act 2013
Board meetingsAt least 4 a year, with no more than 120 days between twoSection 173(1), Companies Act 2013
AGMWithin 6 months of the financial year endSection 96, Companies Act 2013
Annual filingsAOC-4 within 30 days and MGT-7 within 60 days of the AGMSections 137 and 92, Companies Act 2013

What usually goes wrong

  • Incorporating a public company when a private one would have done, and paying for governance nobody needed
  • Losing track of the 120-day board meeting gap, which is a distinct default from the annual filings
  • Missing the AGM date, which starts both annual filing clocks
  • Underestimating the disclosure burden, which is where the real ongoing cost sits

What non-compliance costs

  • ₹100 per day per form additional fee on late annual filings, uncapped
  • Penalty on the company and every officer in default for failure to hold board meetings or an AGM
  • Director disqualification for five years after three consecutive years of non-filing

These are statutory amounts, not our fees. What we charge depends on your situation and is quoted before any work starts.

Not to be confused with

These come up in the same conversation and are routinely treated as the same thing. They are not.

Listed company

A public company may offer shares to the public; a listed company actually has them traded on an exchange, with SEBI regulation on top of the Companies Act. Most public companies are not listed.

Private limited company

A private company restricts share transfer and caps shareholders at 200, but can raise private investment and issue ESOPs. It is the right structure for almost every growth business.

Related services

Public Limited Company Registration

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