Pvt Ltd to Public Limited
Convert your Pvt Ltd to Public Limited Company under s.14 of Companies Act. Form INC-27 + Special Resolution by CS experts. No NCLT approval required. ROC fees ₹200+.
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No hidden charges, ever
About this service
A Private Limited Company (Pvt Ltd) is the most common form of incorporated business in India. It offers limited liability to its shareholders, a separate legal identity distinct from its promoters, and perpetual succession. The incorporation is governed by Section 3(1)(c) of the Companies Act, 2013. The filing instrument is the SPICe+ form (GSR 1210(E) of 2018), which integrates name reservation, incorporation, DIN allotment, PAN, TAN, EPFO, ESIC, GSTIN, and bank account opening in a single electronic filing on the MCA V3 portal.
Eligibility & thresholds
- 2 subscribers to MoA (1 for OPC)
- 2 directors (1 resident Indian)
- ₹1 lakh authorised capital (practical)
- 200 members (Section 2(68))
- 15 directors (extendable by SR)
- No maximum on authorised capital
- No statutory minimum capital
- SPICe+ fee waiver: capital ≤ ₹15 lakh
- Above ₹15L — Table of Fees applies
What's included
Everything in one transparent fee — no add-ons, no surprises.
Government charges only — separate from I-Pro's professional fee. All figures verified as of 25 August 2026.
| Fee Component | Amount (₹) | Basis / Authority |
|---|---|---|
| Name reservation (SPICe+ Part A) | ₹1,000 | Non-refundable — valid 20 daysMCA |
| Filing fee (SPICe+ Part B) | Nil | Waived for capital ≤ ₹15L per GSR 1210(E) of 2018MCA |
| Stamp duty — MoA + AoA (Delhi) | ₹2,100 | MoA ₹1,000 + AoA ₹1,000 + ₹100 affixationState |
| DIN allotment (≤3 directors) | Nil | ₹1,000 per DIN beyond the first 3MCA |
| PAN / TAN / EPFO / ESIC / GSTIN | Nil | Auto-allotted through AGILE-PRO-SMultiple |
| Total Government Fee | ₹5,000 | (for default assumptions stated below) |
Government charges only — separate from I-Pro's professional fee. Verified 25 August 2026.
Required documents
Each list identifies exactly what to provide — and what you do not need to submit. Use the accordions to expand.
- ›**Special Resolution** passed at General Meeting (Extra-ordinary General Meeting — EGM) authorising alteration of AoA (s.14(1)) + MoA name clause (s.13) — Identity and statutory verification
- ›**Altered AoA** (INC-34 e-AoA) — remove restrictive clauses: s.2(68) — Identity and statutory verification
- ›— minimum 2 members (Public Ltd: 7); s.2(68)(ii) — maximum 200 members (Public Ltd: no limit); s.2(68)(iii) — restriction on right to transfer shares (Public Ltd: no restriction); s.2(68)(iv) — ban on public invitation to subscribe to shares (Public Ltd: can invite public) — Identity and statutory verification
- ›**Altered MoA** (INC-33 e-MoA) — substitute "Private Limited" with "Limited" in name clause (s.4(1)) — Identity and statutory verification
- ›**List of members** (showing minimum 7 members post-conversion) — Identity and statutory verification
- ›**List of directors** (showing minimum 3 directors post-conversion — one resident Indian — s.149(3)) — Identity and statutory verification
- ›**Consent of members** in writing (where EGM convened) — Identity and statutory verification
- ›**Notice of EGM** sent to all members (s.101 — clear 21 days) — Identity and statutory verification
- ›**DSC of Director + CS** filing INC-27 — Identity and statutory verification
- ›**Latest filed AOC-4 + MGT-7** — proof of compliance up to date — Identity and statutory verification
How it works
Each step is labelled with who performs it — Customer, I-Pro, or the Regulator. Form names are linked to the official portal.
- 1I-Pro⏱ 1-2 Days
Convene Board Meeting — pass Board resolution ap...
Convene Board Meeting — pass Board resolution approving conversion in principle; approve draft altered MoA/AoA; fix date/time/venue of EGM; approve notice of EGM (Form MGT-14 to be filed for Board resolution under s.179(3)). - 2I-Pro⏱ 1-2 Days
File Form MGT-14 for Board resolution (under s.1...
File Form MGT-14 for Board resolution (under s.179(3)) within 30 days. - 3I-Pro⏱ 1-2 Days
Send **Notice of EGM** to all members, directors...
Send **Notice of EGM** to all members, directors, auditors (clear 21 days — s.101); publish in newspapers (where required — listed/subsidiary of listed). - 4I-Pro⏱ 1-2 Days
Hold EGM — pass **Special Resolution** (75% majo...
Hold EGM — pass **Special Resolution** (75% majority) authorising: (a) alteration of AoA (s.14(1)); (b) alteration of MoA name clause (s.13) — substitute "Private Limited" with "Limited"; (c) authorise directors to file INC-27 with RoC. - 5I-Pro⏱ 1-2 Days
File **Form MGT-14** within 30 days of EGM (s.11...
File **Form MGT-14** within 30 days of EGM (s.117) — attach Special Resolution, explanatory statement, altered AoA. - 6I-Pro⏱ 1-2 Days
Prepare **Form INC-27** — Application for conver...
Prepare **Form INC-27** — Application for conversion of Pvt Ltd to Public Ltd — attach: altered MoA (INC-33), altered AoA (INC-34), list of members (showing 7+ members), list of directors (showing 3+ directors), latest MGT-7/AOC-4 filings, NOC from creditors (if applicable). - 7I-Pro⏱ 1-2 Days
File Form INC-27 + INC-33 + INC-34 + MB-4 on MCA...
File Form INC-27 + INC-33 + INC-34 + MB-4 on MCA V3 — affix DSC of Director + CS; pay ROC fees per Annexure I. - 8Regulator⏱ 1-2 Days
ROC examines application — verifies Special Reso...
ROC examines application — verifies Special Resolution, altered AoA compliance with s.2(71), minimum 7 members + 3 directors — typically approves within 7–15 working days; issues fresh Certificate of Incorporation (Form INC-11) confirming conversion. - 9I-Pro⏱ 1-2 Days
Apply for **fresh PAN** (PAN retained; only name...
Apply for **fresh PAN** (PAN retained; only name change intimation to NSDL/UTIITSL); **TAN** retained; **GST registration** retained (same GSTIN; only legal name updated); update statutory registrations — EPFO/ESI (same numbers; only name change); bank account (same account; only name change intimation). - 10I-Pro⏱ 1-2 Days
Update statutory registers — Register of Members...
Update statutory registers — Register of Members (MGT-1) with new company type flag; convene first Board meeting of converted Public Ltd — adopt new MoA/AoA; file Form MGT-7 (annual return — replaces MGT-7A filed for small company if applicable).
Post-registration compliance
What to file next. I-Pro handles these as part of the annual compliance package.
| Filing | Form | Deadline |
|---|---|---|
| Commencement of Business MCA | INC-20A | Within 180 days of incorporation |
| First Auditor Appointment MCA | ADT-1 | Within 30 days of incorporation |
| Annual Financial Statements MCA | AOC-4 | Within 30 days of AGM (by 29 October) |
| Annual Return MCA | MGT-7 | Within 60 days of AGM (by 29 November) |
| Director KYC MCA | DIR-3 KYC | Annually by 30 September |
Penalties for non-compliance
Statutory penalties under governing regulatory provisions. Avoid non-compliance delays.
| Non-compliance | Provision | Penalty |
|---|---|---|
| Failure to file INC-20A (Commencement) | Section 10A(2) | ₹50,000 for company + ₹1,000/day for directors (max ₹1 Lakh) |
| Late filing of Annual Return (MGT-7) or Financials (AOC-4) | Section 403 read with Table of Fees | ₹100 per day of delay per form with no statutory ceiling |
| Non-filing of DIR-3 KYC | Rule 12A of Companies Rules | ₹5,000 fee per DIN after 30 September deadline |
Common mistakes to avoid
Avoidable filing errors that cause delays or rejection. Each can be resolved before submission.
- 1Proposing a company name identical or phonetically similar to an existing trademarkWhy: CRC rejects names that infringe on registered marks under Rule 8 of Companies Rules, causing 5–7 days delay.Fix: We run a comprehensive MCA and Trademark Public Search before filing SPICe+ Part A.
- 2Submitting utility bills older than 2 months for the registered office addressWhy: Strict MCA guidelines mandate electricity/gas/water bills must be dated within 60 days of submission.Fix: Our team verifies bill issue dates before portal submission and requests recent statements.
- 3Missing the 180-day deadline to file INC-20A (Commencement of Business)Why: Bank account must be opened and paid-up capital deposited before INC-20A can be certified.Fix: We coordinate current account activation on Day 12 and file INC-20A immediately.
Frequently asked questions
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