Public Limited Company To Private Limited Company

The Conversion of Public Limited Company into Private Limited Company is mentioned in the Companies Act, 2013, and Incorporation of Companies Rules, 2014. The Private Company has less compliance as compared to Public Company to be followed under the Companies Act, 2013. The need for less compliance leads to increase Conversion of Public Limited Company into Private Limited Company. Before coming of the Companies Act, 2013, the National Company Law Tribunal (NCLT) has the power for the Conversion of Public Company into Private Company. After certain amendments in the Companies Act, 2013 Conversion Procedures of Public Company into Private Company are now associated with it. In this article, we will go through the provisions and procedure related to the Conversion of Public Limited Company To Private Limited Company. 

Legal provisions

  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 can be done if the Memorandum allows for the Conversion. Hence, to convert the Company into Private Company, the alteration of MoA is necessary.

Section 14 of Companies Act, 2013, provides for Alteration of Articles of Association (AoA) for Conversion of Public Limited Company To Private Limited Company. The Conversion is subject to the approval of Tribunal.

Section 18 of Companies Act, 2013, provides for Conversion of Companies which are already registered. Section 18 provides for converting of any class of Company into another class by doing Alteration in MoA and AoA of the Company.   

The Companies Incorporation (Fourth Amendment) Rules, 2014, the Conversion of Public Company into Private Company is explained. The Central Government has wide powers to amend the said rules.  

The documents required are:

• Identity Proof of all the directors and shareholders.
• Address Proof of all the directors and the shareholders.
• PAN Card of all the directors and shareholders.
• Utility Bill of the office that you have proposed as your Registered office for your Public Limited Company.
• A No-Objection certificate from the landlord of your registered office.
• DSC (Digital Signature Certificate) of the directors.
• DIN (Director Identification Number) of all the directors.
• Memorandum of Association.
• The article of association.