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Conversion of Private Limited Company to Public Limited Company

Courtesy/By: Aarushi Ghai | 2020-12-18 11:59     Views : 209

The companies act in India, allows various types of companies to be registered and start a business. Establishing each type of company carries different sets of procedures and rules. 

A company is established only after all the procedure for establishing that particular type of company is fulfilled. The broad classification of various kinds of company could be done under two categories: 

  1. Statutory company and,
  2. Registered company.

Statutory companies are those which are governed under a special statute, for example, LIC, RBI, etc, 

whereas the registered companies are those which are governed under the Company Act, such as a private limited company, public limited company, one person company, etc. 

All the companies which are registered under the Company Act have a set format o to follow depending on what type of a company is being set up. The act also allows the conversion of one form of the company into another. This article mainly deals with the conversion of a private limited company into a public limited company. 

A Private limited company is defined as a company that is held under private ownership. They have stocks and shares, but their shares are not registered in the public domain, and therefore not listed in the Stock market. This type of company issues a private placement memorandum, for the investors and invites them privately to invest in their company. The liability of the owners of such a company is limited to the shares they hold, which implies that they cannot be held personally liable for any loss which the company or the investors face during the course of business. They operate on a small scale as compared to a public company. 

A Public Limited Company is a company that has the option of registering and trading its stock in the stock market, and the liabilities of all the shareholders are limited to their shares. The concept of a public limited company has been borrowed from the British. 

Now, when a private limited company desires to convert itself into a public limited company, it is preparing to grow its market area, and avail the option of offering its share to the general public. The main reason why a Private limited Company would convert into a public limited company is to expand and grow. When a private limited company, converts into a public limited company, a set procedure needs to be followed as per the Companies Act of 2013. 

The conversion of a private limited company into a public limited company is governed under section 14 of the Companies Act of 2013. According to this section, the following steps needs to be followed: 

  1. Passing of a special resolution in the General Meeting of the shareholders. This means that 75% of the shareholders must agree to the conversion. 
  2. After passing the resolution Amendments are to be made in the Articles of Association of the company. 
  3. Next, the amendments are to be made in the membership, 
  4. All the privileges which a private company is entitled to will cease to exist once a private company prepares for conversion, and
  5. A form INC-27 needs to be filled with, attached with all the required documents, and submitted to the Registrar of Company (ROC)

 

This Article Does Not Intend To Hurt The Sentiments Of Any Individual Community, Sect, Or Religion Etcetera. This Article Is Based Purely On The Authors Personal Views And Opinions In The Exercise Of The Fundamental Right Guaranteed Under Article 19(1)(A) And Other Related Laws Being Force In India, For The Time Being. 

Courtesy/By: Aarushi Ghai | 2020-12-18 11:59