Convert Public Limited Company to Private Limited Company
Need to Update
- No Hidden Charges
- Lowest Price Guarantee
No Hidden Charges
Lowest Price Guarantee
Rehaman Sk2024-08-08 Audit Tick streamlined our company registration seamlessly. Their team was efficient, knowledgeable, and extremely helpful throughout the process. Highly recommended for quick and reliable service! Varthiya Rajkumar2024-08-08 Knowledgeable staff I never met Ashok Konda2024-08-08 awesome audit work with audit tick Sagar Mollet2024-08-08 Good work Akash Yadav2024-08-08 Working skills awesome Rayudu Bonam2024-08-08 Work is good Sunita D2024-08-08 Nice experience with audit tick for It returns filling kareem phathan2024-08-08 Superrrrb Ghulam Saqlain2024-08-08 Excellent audit filling with audit tick Purnachandra Rao2024-08-08 Iam fully satisfied with Audit tick, superrrrb
- Home
- Compliance & Accounting
- Convert Public Limited to Pvt Ltd
Four Steps to Get Your Incorporation Certificate
Fill the Form
Provide business details
Add to cart
Pay the required fee online
Submit Documents
Upload required papers
Certificate delivery
Official Document Delivery
Find the best plan for your needs
Overview
Converting a Public Limited Company into a Private Limited Company is a strategic business decision that provides greater control, reduced compliance burdens, and operational flexibility. As per the Companies Act, 2013, this conversion requires approval from the Board of Directors, Shareholders, and the Registrar of Companies (ROC).
The entire process typically takes 30 to 45 days, depending on the accuracy of documentation and regulatory approvals.

Benefits of Converting to a Private Limited Company
Need to Update
Less Regulatory Compliance
Avoid strict SEBI and stock exchange regulations.
Lower Financial & Reporting Burden
Fewer disclosure and audit requirements.
Easier Management & Operations
Simplified company structure with fewer statutory restrictions.
More Control Over Decision-Making
No interference from public shareholders.
No Minimum Capital Requirement
Flexibility in capital structuring.
Eligibility Criteria for Conversion
To convert a Public Limited Company into a Private Limited Company, the company must meet the following conditions:

Approval from Shareholders & Directors

Minimum of 2 Shareholders (instead of 7 in a Public Company)

At Least 2 Directors (instead of 3 in a Public Company)

Amendment of Memorandum & Articles of Association (MoA & AoA)

Registrar of Companies (ROC) Approval
Documents Required for Conversion
Need to Update
Board Resolution & Special Resolution Copies
Latest Audited Financial Statements
Updated Memorandum & Articles of Association (MoA & AoA)
Declaration from Directors confirming compliance with Companies Act, 2013
List of Directors & Shareholders
No Objection Certificate (NOC) from Creditors (if applicable)
Process for Conversion
Need to Update

- Issue a Board Meeting Notice to all directors.
- Pass a Board Resolution approving the conversion and authorizing a director or company secretary to initiate the process.
- Approve the modification of the Memorandum of Association (MoA) & Articles of Association (AoA) to reflect the new private company status.
- Send a General Meeting Notice to all shareholders at least 21 days before the meeting.
- Conduct an Extraordinary General Meeting (EGM) and pass a Special Resolution approving the conversion.
- Update the MoA & AoA to remove restrictions applicable to public companies.
- File Form MGT-14 within 30 days of passing the Special Resolution.
- File Form INC-27 with ROC along with:
- Certified copy of the Special Resolution.
- Amended MoA & AoA.
- List of Shareholders & Directors.
- Latest Audited Financial Statements.
- Declaration from Directors & Board confirming compliance with the Companies Act, 2013.
- No Objection Certificate (NOC) from Creditors (if applicable).
- The Registrar of Companies (ROC) reviews the application and ensures compliance with all legal provisions.
- Upon successful verification, the ROC issues a Fresh Certificate of Incorporation, officially changing the company’s status to a Private Limited Company.
- Update company records, legal agreements, and business documents.
- Notify banks, tax authorities, suppliers, and stakeholders about the conversion.
- Ensure compliance with new corporate governance norms applicable to Private Limited Companies.
Note: Need to update
Frequently Asked Questions
What is the difference between a Public Limited Company and a Private Limited Company?
A Public Limited Company can sell shares to the public and has more stringent regulatory requirements, while a Private Limited Company does not publicly trade shares and has fewer compliance obligations, with restrictions on the number of shareholders (maximum of 200).
Why convert a Public Limited Company to a Private Limited Company?
Conversion is often considered to gain more privacy in business operations, reduce compliance costs, restrict the ownership of shares to a smaller, more manageable group, and simplify the corporate structure.
What are the legal requirements for converting a Public Limited to a Private Limited Company?
The company must pass a special resolution to alter its Articles of Association to reflect the change. It must also ensure it meets the criteria set for Private Limited Companies, such as having no more than 200 shareholders.
What steps are involved in the conversion process?
The conversion process typically involves holding a shareholders' meeting to pass the special resolution, amending the Articles of Association, applying to the Registrar of Companies with the appropriate forms, and meeting any specific conditions laid out by the Companies Act.
What documents are required for converting a Public Limited to a Private Limited Company?
Necessary documents include the special resolution passed by the shareholders, amended Articles of Association, board resolution for conversion, and Form MGT-14 among others as prescribed by the Registrar of Companies.
How long does the conversion process take?
The process can take several weeks to a few months, depending on the complexity of the company structure and the efficiency of the administrative process at the Registrar of Companies.
What are the financial implications of converting to a Private Limited Company?
Financial implications may include the costs associated with legal and professional services for the conversion, as well as potential changes in the way the company can raise capital since it can no longer issue shares to the general public.
What happens to the existing shareholders of the Public Limited Company?
Existing shareholders remain as shareholders of the company; however, their shares are no longer publicly traded, and their ability to sell shares is more restricted under the Private Limited structure.
Can a Public Limited Company revert to being a Public Limited Company after conversion?
Yes, a company can revert back to being a Public Limited Company by complying with the requirements and procedures as stipulated under the Companies Act for a public company.
What regulatory notifications are needed post-conversion?
Post-conversion, the company needs to notify the Registrar of Companies about the change in its status and update its business documents, communications, and legal agreements to reflect its new status as a Private Limited Company.