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    Conversion of Private Company Into Public Company

    Uploaded by

    Viral Tripathi
    1. The document outlines the procedure for converting a private limited company into a public limited company. This involves increasing the paid-up capital, passing a special resolution to remove restrictions and the word "Private" from the name and articles, filing various forms with the Registrar of Companies including changing the name and memorandum. 2. It also involves amending the articles of association, increasing the number of directors and members, and holding an EGM to complete the conversion process. 3. The estimated legal costs are provided, totaling approximately Rs. 176,000 excluding fees for professionals and additional stamp duties. Various ROC forms and their fees are listed.

    Copyright:

    © All Rights Reserved
    Download as PDF, TXT or read online from Scribd

    Conversion of Private Company Into Public Company

    Uploaded by

    Viral Tripathi
    1K views3 pages
    1. The document outlines the procedure for converting a private limited company into a public limited company. This involves increasing the paid-up capital, passing a special resolution to remove restrictions and the word "Private" from the name and articles, filing various forms with the Registrar of Companies including changing the name and memorandum. 2. It also involves amending the articles of association, increasing the number of directors and members, and holding an EGM to complete the conversion process. 3. The estimated legal costs are provided, totaling approximately Rs. 176,000 excluding fees for professionals and additional stamp duties. Various ROC forms and their fees are listed.

    Original Description:

    COMPANIES ACT 2013

    Original Title

    CONVERSION OF PRIVATE COMPANY INTO PUBLIC COMPANY

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    1. The document outlines the procedure for converting a private limited company into a public limited company. This involves increasing the paid-up capital, passing a special resolution to remove restrictions and the word "Private" from the name and articles, filing various forms with the Registrar of Companies including changing the name and memorandum. 2. It also involves amending the articles of association, increasing the number of directors and members, and holding an EGM to complete the conversion process. 3. The estimated legal costs are provided, totaling approximately Rs. 176,000 excluding fees for professionals and additional stamp duties. Various ROC forms and their fees are listed.

    Copyright:

    © All Rights Reserved
    Download as PDF, TXT or read online from Scribd
    Download as pdf or txt
    1K views3 pages

    Conversion of Private Company Into Public Company

    Uploaded by

    Viral Tripathi
    1. The document outlines the procedure for converting a private limited company into a public limited company. This involves increasing the paid-up capital, passing a special resolution to remove restrictions and the word "Private" from the name and articles, filing various forms with the Registrar of Companies including changing the name and memorandum. 2. It also involves amending the articles of association, increasing the number of directors and members, and holding an EGM to complete the conversion process. 3. The estimated legal costs are provided, totaling approximately Rs. 176,000 excluding fees for professionals and additional stamp duties. Various ROC forms and their fees are listed.

    Copyright:

    © All Rights Reserved
    Download as PDF, TXT or read online from Scribd
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    PROCEDURE FOR CONVERSION OF PRIVATE LIMITED COMPANY

    INTO
    PUBLIC LIMITED COMPANY

    1. Convene a board meeting and decide the time, place, and agenda for the AGM to
    approve the draft notice of the AGM to alter the AOA and the objects clause as
    well in the MOA along with the AOA and consequently the name by passing
    Special resolution.
    Note: provided that no such approval of CG shall be necessary where the only
    change in the name of the company is deletion, or addition thereto, of the word
    Private, etc.
    2. Send 21 days clear notice of the AGM (sec 96) in writing to all the eligible
    members of the Company, attach along with the notice suitable explanatory
    statement for the proposed special resolution (sec 102).
    Note: 21 Clear Days Notice i.e. the date of dispatch and the date of receipt of the
    notice shall be excluded.
    3. Take a decision in the aforesaid meeting with regard to increasing the paid up
    capital from 1 lac to 5 lac.
    4. In AGM pass a special resolution for deletion of the restrictive conditions of
    section 2 (68) or sec 3 (1) (iii) form its articles and for deletion of the word Private
    form the name of the company.
    5. File minutes of the meeting in the minutes book within 30 days of the conclusion
    of the meeting.
    6.

    File form No. MGT -14 within 30 days of Special Resolution with the Registrar of
    Companies with the requisite fees.

    7. File within 30 days of passing above S.R, the prospectus in the form GNL-2 or
    the statement in lieu of prospectus with Registrar along with the fee.
    8. Make an application to the Registrar of Companies for issue of a fresh certificate
    of incorporation with the changes name. The company has to apply to the
    registrar for the issue of fresh certificate of incorporation for the change name,
    namely, the existing with the name word private company. (Form INC 1 for name
    change).
    NOTE: for reservation of the name of the company for INC-1 to be filed with ROC.

    Inc-7: application for incorporation in form inc-7 along with fees.


    Inc-8 : declaration from professionals on moa
    Inc: 10: affidavit by the first directors of the company
    9.

    Appropriate alterations will be made by the Registrar in the MOA of the company
    immediately after issuer of fresh certificate of incorporation.

    10. Increase the number of director from 2 to 3 and number of members to 7.


    11. Amend the AOA in relation to quorum for general meeting, period of notice
    required, and mode of appointment/retirement by rotation of the director, etc by
    passing Special Resolution. File copy of AOA amended one with the Registrar of
    Companies.
    12. HOLD EOGM for further and comply with the provisions.

    LEGAL COST INVOLVED


    (ASSUMING THAT 1 CRORE SHALL BE OUR AUTHORIZED CAPITAL)

    1. INCREASE IN AUTHORISED CAPIATL:


    FEES.

    INR 191000 REGISTRATION FILING

    2. STAMP DUTY: 37500 INR


    3. ROC FEES FOR FOLLOWING FORMS
    E-FORM
    INC-1

    FEES APPLICABLE
    1000 INR

    INC-27

    600 INR

    INC-7

    156000 INR

    GNL-2

    600 INR

    INC-8

    ATTACHMENT

    INC-9

    ATTACHMENT

    INC-10

    ATTACHMENT

    MGT-14

    600 INR

    NOTE:
    1. ABOVE COST EXCLUDES THE FEES OF PRACTICING PROFESSIONAL WHO
    SHALL CERTIFY THE DOCUMENT/FORMS.
    2. ABOVE COST EXCLUDES NOTARY CHARGES AND OTHER STAMP DUTY
    CHARGES OF THE ATTACHMENT OF FORMS

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