Get the benefit of reduced compliances and cost by conversion of Public Limited Company to Private Limited Company.
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APPLY NOW FOR CONVERSION OF YOUR PUBLIC COMPANY
Only 2 members in the quorum for general meetings.
Provision of E-voting and postal ballot not no mandatory.
Appointment of KMP is not mandatory, provisions of remuneration not applicable in case of a Private Company.
As compared to public limited company the strict compliances will be reduced.
No need to mandatory appoint company secretary, appointment of women, independent directors and Secretarial auditor.
Following agenda will be discussed in board Meetings:
Alteration of all the restrictions and limitations applicable on Private Company. Ensure Company has filed all the annual returns or financial statements due with the Registrar of companies.
Filing of MGT-14 with ROC within 30 days from passing of special resolution in the EGM.
The advertisement of application to be published in the Form INC-25A, in a vernacular newspaper in the vernacular language in the district and in English language in the newspaper with the wide circulation in the State in which the registered office is situated.
Application is required to be filed in Form RD-1 to Regional Director within the period of 60 days of passing of the special resolution for conversion.
Such application will be filed along with following attachments
Once the Regional Director satisfied with submission of all the documents and approves the entire conversion process, the Regional Director shall issue an order for such conversion. The order is required to be filed in form INC-28 with ROC within period of 30 days from the date of passing of order.
Yes, As per Section 13 of Companies Act, 2013, provides for the Alteration of Memorandum of Articles (MOA) of Company. The Conversion of Public Company into Private Company is possible only if the Memorandum permits for the Conversion. Therefore, to convert the Company into Private Company, the alteration of MOA is necessary.
A public company can convert itself into a private company by filing Form MGT-14 (Alteration of MOA and AOA) and then taking approval of Form INC-27.
The public company means a company which is listed on a recognized stock exchange and its securities are traded publicly. A private company is a company which is not listed on a stock exchange and has restrictions on transfer of securities, private company securities held privately by its members.
Company is required to organize letterheads, Name board of company outside Registered office, altered Memorandum of Association and Article of Association Post conversion. An application for change in PAN of Company and for alteration of bank account details of the company.
Notify to Departments of govt where the Company is registered or any other concerned authority like Excise and sales tax/ GST/ DGFT and others about the change in status and Updation of new name on all certificates like GST Certificate/ IEC Code etc.
Section 13 of Companies Act, 2013, specifies the Alteration of Memorandum of Articles (MOA) of Company. The Conversion of Public Company into Private Company is possible if the Memorandum of association allows for the Conversion. Therefore, to convert a public Company into Private Company, the alteration of MOA is compulsory.
Under section 14 of the Companies Act, 2013 a public company may be converted into a private company by obtaining necessary approval by the members of the public company through passing a special resolution in the General Meeting and by granting the approval of Central Government through an application made in such a manner as may be prescribed.
No, You are not required to be physically present for the filing application for conversion. LegalDisha provides you online services and assistance for the same.
BASIS OF DIFFERENCE | PRIVATE LIMITED COMPANY | ONE PERSON COMPANY | LLP | PARTNERSHIP FIRM | PROPRIETORSHIP CONCERN |
|---|---|---|---|---|---|
| Meaning | Private Limited Company Private company means a company which is formed by coming together of people for a profit motive. |
One Person Company One Person Company (OPC) means a company which is formed with only single person as a member. |
LLP LLP is a body corporate which is hybrid of partnership firm and company. |
Partnership Firm A partnership firm is not a separate legal entity distinct from its partners. It is merely a collective name given to the individuals composing it. |
Proprietorship Firm Proprietorship is a type of business that is owned, managed, and controlled by one person – who is the proprietor. |
| Prevailing laws | Companies Act Companies are governed by ‘Companies Act, 2013’& rules made under. |
Companies Act Companies are governed by ‘Companies Act, 2013’ & rules made under. |
LLP Act
Limited Liability Partnership are prevailed by ‘The Limited Liability Partnership Act, 2008’ and various Rules made there under.
|
Partnership Act
Partnership is prevailed by ‘The Indian Partnership Act, 1932’ and various Rules made there under.
|
NA |
| Charter Documents | MOA & AOA Memorandum and Article of Association is the charter of the company which provides its main object clauses & scope of operation. |
MOA & AOA Memorandum and Article of Association is the charter of the company that defines its scope of operation. |
LLP Agreement LLP Agreement is a charter document of the LLP which denotes its scope of operation and rights and duties of the partners vis-à-vis LLP. |
Partnership Deed Partnership Deed is a charter document of the firm which denotes its scope of operation and rights and duties of the partners. |
MSME (Udhyam Aadhar) Udyog Aadhar (MSME) is certificate which signifies that the entity is micro, small or medium enterprise. |
| Limit of Members | 2-200 It must have at least 2 and maximum 200 members. |
1 OPC is manages by one person only hence it requires only single person. |
2-Unlimited There is no maximum limit on number of partners but must have at least two individuals as Designated Partners. |
2-20 At least 2 partners are required for it and which can’t exceed 20 partners. |
1 Single owner i.e. proprietor required for Proprietorship firm. |
| Directors /Designated Partners | 2-15 It requires At least 2 Director and maximum 15 and further can be increased by special resolution. |
1-15 It required At least 1 Director and maximum 15 and further can be increased by special resolution. |
2-Unlimited Minimum 2 designated partners and there is no maximum limit for LLP. |
NA |
NA |
| Separate legal identity | Yes Company has separate legal identity from its subscribers of MOA. |
Yes Being single owner still have separate legal identity from the company. |
Yes LLP has separate legal identity from its partners and designated partners. |
No Partners and the partnership firm are treated as single identity. |
No Proprietor and proprietorship concern have same legal identity. |
| Limited Liability | Yes The liability of Members are limited up to the amount of share capital which is subscribed by them. |
Yes The sole Member of the company is liable only up to the amount of capital introduced by him. |
Yes Designated Partners and Partner’s liability is restricted to the amount of capital contribution as mutually decided at the point of Agreement. |
No Partners are jointly and severally liable for any liability of the firm as their liability is unlimited. |
No Single owner has unlimited liability for any losses or debt in the proprietorship concern. |
| Perpetual Life of the entity | Yes Entity’s life is not based on the shareholder’s life. It continues by changing of the owner’s share. |
Yes In case of death of the shareholder the company is run by the nominee of the company. |
Yes On death of partner or designated partner, Share of them will be transferred to their legal heir but this may not result in dissolution. |
No It does not have perpetual succession as this depends upon the will of partners. |
No Perpetual existence does not exist with the death of the proprietor concern. |
| Annual Statutory Comapliance | High Annual Filling of Company, Directors compliance, Audit, Income tax Return, Meeting and other Filling GST compliances. |
High Annual Filling of Company, Directors compliance, Audit, Income tax Return, Meeting and other Filling GST compliances. |
Low Annual Filling, Income tax Return, GST compliance is to be required and Audit is not mandatory. |
Low Income tax Return and GST compliance Audit in case of Turnover crosses the limit. |
Lowest Compliance with Income tax and GST only(if any). |
| Transferability | Yes Shares are easily transferable from one to other. |
Yes Share can be transferred by one person to other but nominee needs to be changed. |
Yes Addition and deletion of partners are possible through change in share of capital contribution. |
Yes Addition and removal of partner is possible new deeds with the changes in capital and profit sharing needs to be done. |
No It cannot be transferred. |
| Foreign Direct Investment (FDI) | Yes FDI is available under automatic route. |
No Single owner hence FDI is not possible and not allowed. |
Yes FDI is permitted subject to prior approval by the central government. |
No FDI is not permitted in partnership firm. |
No Small scale Business organization hence no FDI is permitted. |
