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Public Limited Company Incorporation

How to incorporate a Public Limited Company if multiple individuals wish to contribute to a business process as shareholders & directors of the proposed entity

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Public Limited Company Incorporation

A Public Limited Company (PLC) is a specific type of legal business entity that offers its shares to the general public and has limited liability. It is commonly used in many jurisdictions, including the UK, India, and several other countries that follow British corporate law traditions. Here’s a detailed, professional explanation. 

Definition of Public Limited Company (PLC)

A Public Limited Company (PLC) is a legally incorporated business entity that is permitted to offer its shares to the public through a stock exchange or public offering. It operates under specific regulatory and disclosure requirements established by corporate and securities law.

Features of a Public Limited Company 

  • Minimum no of Members is seven and there is no limit on maximum
  • At least Three directors
  • The Name of a public limited company must end with the word “Limited”
  • There is no such restriction on transfer of shares

Key Characteristics of a Public Limited Company

1. Limited Liability

Shareholders' liability is limited to the amount unpaid on their shares. Their personal assets are protected in case the company incurs debts or losses.

2. Separate Legal Entity

A PLC is a distinct legal person, separate from its shareholders and directors. It can own assets, enter into contracts, sue, and be sued in its own name.

3. Share Capital Requirements

most jurisdictions require a minimum share capital to form a PLC (e.g., £50,000 in the UK, ₹5 lakh in India), part of which must be paid up before the company can commence business.

4. Public Share Offering

A PLC can raise capital by issuing shares to the public via an Initial Public Offering (IPO) and can be listed on a stock exchange.

5. Board of Directors

Management and strategic decisions are made by a board of directors, elected by the shareholders.
 

Benefits of Public Limited Company Incorporation

1.  Separation of Power
  • In a PLC, ownership (shareholders) is separate from management (Board of Directors). This allows you to hire top-tier, professional CEOs and executives to run the business while the owners focus on strategy or other ventures.
2.  Limited Liability
  • Shareholders personal assests are protected with liability limited to their investment shielding individuals from company debts or losses
3.  Board of Directors
  • Management and strategic decisions are made by a board of directors, elected by the shareholders.
4.  Market Trading
  • Shareholders can buy or sell shares instantly on the stock market.

 

How to incorpoate a Public Limited Company

The process of incorporating a Public Limited Company in India is fully digitized through the Ministry of Corporate Affairs (MCA) SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus) portal. Reserve a unique company name (up to 2 options) through SPICe+ Part A, ensuring compliance with naming rules. Digital Signature Certificates (DSC) for at least 7 shareholders and 3 directors from certifying authorities like eMudhra. Draft Memorandum of Association (MoA) and Articles of Association (AoA), signed by shareholders; prepare ID/address proofs, NOC for registered office, and declarations. Any individual intending to be a director must apply for a DIN. This is usually done through the integrated incorporation form (SPICe+). Public Limited Companies have higher compliance compared to Private Limited Companies.

Documents required for Public Limited Company Incorporation

  • KYC of the Directors
  • Utility Bill (Electricity/Water/Gas)
  • Passport-Size Photographs
  • Digital Signature Certificate (DSC)
  • Director Identification Number (DIN)

What You Get

  • CIN
  • MOA
  • AOA
  • GST Registration as Public Limited Company Incorporation
  • MSME Registration as Public Limited Company Incorporation.
  • Company PAN CARD (Tax identification of the company)
  • Director Identification Number- DIN (unique director ID)
  • Share Certificate (proof of share ownership)

Common Questions

Frequently Asked Questions

When seven or more than seven persons are interested to share their profit and liability and they register their entity under Companies Act, 2013 which is not a private company. As per sec 2(71) of the Companies Act, 2013, A ‘Public Company’ means a company which has minimum paid-up share capital as may be prescribed and which is not a private company. Characteristics of a Public Limited Company Corporate Personality- A company incorporated under this act is vested with corporate personality, company have its own name, seal and assets and distinct from its members. Members- Public Limited Company requires at-least seven members for registration under the Companies Act, 2013. Directors- Minimum three directors are required for a Public Limited Company  Perpetual succession- A company has perpetual succession, i.e. the death or insolvency of a shareholder or all of them does not affect the life of the company. Limited Liability-Liability of members is extended to amount of share he purchased or guarantee given to the company. Apart from above, shareholders are not liable to pay any extra amount. Any losses incurred by the company do not create any liability for members.

The documents required for a Public Limited Company Incorporation are:
• Aadhar Card (in India)
• Utility Bill (Electricity/Water/Gas)
• Permanent Account Number (PAN) 
• Passport-Size Photographs
• Digital Signature Certificate (DSC)
• Director Identification Number (DIN)
 

  • Company Name (RUN) – Rs.1,000 Govt. Fee per RUN
  • Memorandum & Articles – Rs.300 charges
  • SPICe+ Forms – Rs. 200 charges
  • Incorporation Filing – Rs.500 charges
  • GST certificate – Rs.300 charges
  • PAN & TAN – Rs.100 charges
  • PF Registration – Rs.100 charges
  • ESI Registration – Rs.100 charges
     
  • The directors of the proposed company must have DIN (Directors’ Identification Number) and digital signature certificate (DSC) to digitally sign the incorporation and other related documents.
  • Reservation of name- An online application for reservation of name shall be made through website www.mca.gov.in by using RUN (Reserve unique Name) along with fees of Rs.1000 as per Companies (Registration Offices and fees), Rules,2014 which may either be approved or rejected, by the Registrar, Central   Registration Centre (CRC).
  • Preparation of Memorandum of Association (MOA)- Drafting of MOA is generally a step subsequent to the reservation of name made by registrar. The following are the main clauses of MOA
  1. Name Clause
  2. Registered office clause
  3. Object clause
  4. Liability Clause
  5. Capital Clause
  6. Association clause
  • Preparation of Article of Association (AOA)- Articles of Association is an instrument that defines the purpose of the company and specifies the regulation for its operation.
  • Filling of the documents with Registrar of Companies (ROC)-An application shall be filed, with the Registrar of Companies within whose jurisdiction the registered office of the company is proposed to be situated, in form No.INC 32 (SPICe+) along with following documents.
  1. Memorandum of Association
  2. Article of Association
  3. Id proof of proposed directors and members
  4. Address proof of proposed directors and members
  5. Address proof of the principle place of business
  6. Certificate of incorporation and allotment of Corporate Identity Number (CIN)
  • If the Registrar of Companies is satisfied that everything as per rule and regulation in regard to incorporation of companies. he/she shall issue a certificate of incorporation in form no INC 11.

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