Public Company into Private Company
Conversion of Public Limited into Private Company Key requirements/conditions:
- The company shall not be listed on any recognized stock exchange.
- In case of a listed company, it will have to wait for atleast one year after its delisting
- DIN (Director Identification Number) for all the Directors
- DSC (Digital Signature Certificate) for one of the Directors
Steps in Conversion of a Public Limited Company into a Private Limited Company
|Step No. ||Steps ||Timeframe (Working Days) ||Processing
- For consideration of the proposal of conversion of the Public company into a Private company.
|| Notice of General meeting
- Give 21 days' clear notice for the General Meeting proposing the Special Resolutions with suitable Explanatory Statement.
||Filing of Special Resolution with RoC
- File Form No. 23 within 30 days of passing of the resolution
- Special Resolution and the Explanatory Statement
- Memorandum and Articles (before and after alteration)
||Publish Newspaper Notice for conversion of the Company
- In two widely circulated dailies of the State where the Regd. Office of the company is situated.
- n two widely circulated dailies of the State where the Regd. Office of the company is situated.
||Application to the Central Government
- File Form 1B with the RoC
- Notice of extra-ordinary general meeting
- Minutes of extra-ordinary general meeting
- Copy of special resolution
- Copy of newspaper advertisement
- Affidavit that the company is not listed on any stock exchange
- Reference number, date of passing and date of filing the e-Form 23.
- Payment of requisite application fee.
- One copy each of the annual reports for the last three financial years.
- Copy of the last annual return.
- Altered Memorandum and Articles of Association.
- No objection letters from major unsecured and all secured creditors supported by an Affidavit.
- Reasons for conversion.
- Terms of appointment of all managerial personnel.
- Power of attorney in favour of the authorised representative.