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Pvt. Ltd. to Public Ltd.


Understanding the Transition from Pvt. Ltd. to Public Ltd.


Private limited companies offer many advantages, but there comes a point where they consider going public to expand their reach. The question often asked is, “Why go public?” The answer lies in the distinct differences between private and public limited companies, including the concept of an Initial Public Offering (IPO) and the availability of shares to the general public.


The idea of an IPO, or Initial Public Offering, removes the limitation on share transferability that’s a characteristic of private limited companies. In public limited companies, there’s no maximum limit to the number of members, allowing them to raise capital and access funding more easily. Consequently, the desire for growth and flexibility often drives the transition from private to public.


In simple terms, when a private company goes public, it opens up new opportunities for growth and financial flexibility.



How to Turn a Private Ltd. Company into a Public Ltd. Company


If you’re looking to convert your private company into a public one, there are some key steps you’ll need to follow. Here’s what you need to do:


  1. Amend Your Articles: Start by changing your company’s articles as per the Articles of Association (AOA). This means removing the three restrictions that apply to private companies. To do this, you’ll need to pass a special resolution.


  1. Change Your Company Name: You should also adjust your company’s name. Remove the word ‘Private’ from your company name by passing a special resolution as well, in line with Section 13.


  1. Increase Members and Directors: If your company has fewer than seven members, you’ll need to increase this number to a minimum of seven. Similarly, if you currently have only two directors, you’ll need to add at least one more to have a total of three directors.


Once you’ve passed the special resolution, your company becomes a public company according to Section 14. However, the change in your company name, with the removal of ‘Private’, becomes official once you receive a fresh incorporation certificate from the Registrar of Companies (ROC).




What Are the Benefits of Converting a Private Ltd. Company to a Public Ltd. Company?


  1. Easy Share Transfer: When you convert your company to a Public Ltd. structure, shareholders can transfer their shares smoothly. They just need to fill out a share transfer form and give the share certificate to the buyer. Transferring shares to a new business structure can be tricky, so it’s wise to consult legal experts for guidance.


  1. Capital Raise Opportunity: Public Ltd. companies can raise capital from the general public by issuing shares. This offers the advantage of a public limited structure, but keep in mind that it requires getting listed on a stock exchange. Public Ltd. companies can also offer debentures, fixed deposits, and convertible debentures to the public.


  1. Enhanced Reliability: Public Ltd. companies have to report any structural changes to regulatory bodies, disclose audited financial statements, and hold annual general meetings for shareholders. These compliance procedures boost the company’s credibility and help create a stronger brand identity.


  1. Limited Liability: Even after converting from a Pvt. Ltd. to a Public Ltd. company, the concept of limited liability remains in place. This means that personal assets are protected.


  1. Free Share Transfer: Shares of Public Ltd. companies can be freely transferred, provided they comply with SEBI Act & Companies Act regulations.


  1. Easy Acceptance of Deposits: According to Section 76 of the Companies Act 2013, Public Ltd. companies are allowed to accept deposits from the public.


Converting your company to a Public Ltd. structure offers several advantages, including ease of share transfer, the opportunity to raise capital from the public, enhanced credibility, and the ability to accept deposits. However, it’s crucial to follow legal guidelines and consult experts for a smooth transition.



“Documents to Convert a Private Limited Company to a Public Limited Company?


  1. PAN Card: Shareholders and directors need their PAN cards.


  1. Foreign Nationals: Foreign nationals must provide a valid passport.


  1. Identity Proof: Shareholders and directors should submit a Voter ID, Driving License, or Passport.


  1. Address Proof: Use an Electricity Bill, Telephone Bill, or the latest Bank Account Statement for proof.


  1. Photograph: Include a recent passport-sized photo of shareholders and directors.


  1. Business Residence Proof: Submit a Telephone Bill or Electricity Bill for the certified office address.


  1. No Objection Certificate: Obtain a NOC from the owner(s) of the certified office.


  1. Rent Lease: If applicable, provide the Rent Lease Agreement for the certified office.


  1. Income Tax Return: Submit the ITR filed for the previous fiscal year.


  1. Notarized Memo: In the case of NRI or Foreign National directors, notarized documents are needed.


  1. Financial Statements: Include a duly attested copy of the latest audited Financial Statements.


  1. Incorporation Certificates: Provide the Declaration of Incorporation, MoA, and AoA.


These documents are essential for the conversion process.”

“What Do You Need to Convert a Company?

– At least 7 Shareholders

– Digital Signature Certificate (DSC) for 1 Director

– Director Identification Number (DIN) for all directors

– No minimum paid-up capital required

– The director can also be a shareholder

– A minimum of 3 Directors is needed”



“Converting Your Pvt. Ltd. to Public Limited with BusinessBadhega


If you’re looking to transform your private limited company into a public limited one, we’ve got a clear and secure process to make it happen. This conversion can lead to improved sales and happier clients, and our team of experts at BusinessBadhega is here to assist you every step of the way.


Our experts will guide you through the legal and compliance requirements, ensuring a smooth transition for your business in India. We’re dedicated to helping you plan this shift at the lowest possible cost while ensuring a successful outcome.


To get started, it’s a good idea to have a lawyer with expertise in incorporations by your side. They can navigate any potential challenges that might arise during the conversion process and provide you with detailed insights.


We’ll need some basic information from you to kick-start the process, and as soon as we have everything we need, your attorney will begin working on your request once the payment is received.”



Why Choose BusinessBadhega?


BusinessBadhega is your go-to platform for all your legal and financial needs. We specialize in connecting you with trusted professionals who excel at what they do. Our clients are not just satisfied; they’re thrilled with our legal services. Our secret? We simplify the often complex world of legal requirements and keep our clients in the loop with regular updates.


On our platform, you can easily track the progress of your requests. If you ever have questions about the process, especially when it comes to converting a Pvt. Ltd. to a Public Limited company, our experienced representatives are just a phone call away. At BusinessBadhega, we make sure that your interactions with our professionals are smooth and delightful.


Here’s a snapshot of the process:


  1. Select a Plan for Expert Assistance
  2. Ask Any Questions About Pvt. Ltd. to Public Limited Conversion
  3. Provide Necessary Documents to Our BusinessBadhega Experts
  4. Our Experts Prepare Your Application, Ensuring It Meets All Admissibility Criteria
  5. We Handle all Procedural Actions
  6. Your Freshly Converted Certificate of Incorporation is Delivered Right to Your Doorstep!


Make the smart choice with BusinessBadhega for a hassle-free journey through your legal and financial needs.

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