Procedure for converting Prt Company into a Public Company

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Dear Adarsh,

 

Regarding Your query. First of all i would like to mention that no Form 1A would not be required.

 

If a private company alters its articles in such a manner that they no longer include the provisions of section 3(1)(iii), the company as on the date of the alteration shall cease to be a private company and within a period of 30 days after the said date shall file with the ROC either a prospectus or a statement in lieu of prospectus.

 

 

Procedure:-

 

 1. Hold a BM and approve the decisions to convert the company in to a public company and increase authorised an minimum paid up capital to Rs. 5 Lacs if it is below Rs. 5 Lacs also to increase the number of directors to 3. And determine the date, time and venue of General Meeting. File form 32 for change in directors within 30 days of the change.

 

2. Hold General Meeting and pass the following resolutions:-

(i) OR for change in capital

(ii) SR for conversion of the company in to public company

(iii) SR for change in articles

(iv) Change in name by deleting of the word private.

 

3.  File form 23 for each SR within 30 days.

 

4. File form 62 with the ROC along with either a prospectus or a statement in lieu of prospectus within a period of 30 days afte the passing of special resolution.

 

5.Make an application to the ROC in form 1B to delete the word Private from  the company's name and issue a fresh certificate of incorporation consequent to such conversion.

 

6. It is not required to obtain a certificate of commencement of business on conversion of status from private to public.

 

7.Change the name of company  in the Memorandum, Articles, letterheads, bills, invoices, seals etc.

 

8.Change in the status of the company from private to public will also make the change in the CIN of the Company.[Circular No.12/2000 dated 25.10.2000]

Replies (8)

Please find attached a very useful file regarding conversion. Hope this file would be of some help.

Dear Ankur Shrivastava Ji,

 

In ur 5th point 

5.Make an application to the ROC in form 1B to delete the word Private from  the company's name and issue a fresh certificate of incorporation consequent to such conversion.

 

Form 1B is required??? in this form :-

1.* Purpose of application

Change of name

Conversion of a public company into a private company

  

n no other option is available.....

if we select Change of Name option, then it asks Reference to Registrar of Companies (RoC)
regarding approval for availability of name Service request number (SRN) of Form 1A) (Applicable in case of change of name)

  

So how the Proposed Name will appear in the given space ?

  

Form 1B is not required in the process of conversion from private to public.  Removal of the word “private” in the process of conversion is not equal to change of name.

Form 1B is required in the typical change of name of the company.

For example if you change the name of company from ABC private Limited to XYZ private limited. Here from 1B is required to be filed.

Best Regards

I am fully agreed with the objection of Mr Adarsh and the explanation of Mr. Ankur Garg....

 

Anyways, thank you very much for updation.

thanks

Dear Sirs (Ankur S & G),

I require a clarification to employ the procedure you've mentioned. Ours is a section 25 company currently incorporated as private company limited by guarantee. We would like to convert it to public company under section 25. Kindly explain the procedure.

 

Thanks,

Priya

Well to convert just fulfill the requirement of a public company.

 

Increase your number of members to minimum 7.  However min. paid up capital requirement are not applicable to a sec. 25 public company.

 

I'll revert with a proper procedure.

Very useful Information and in very easy and lucid language..

Thanks to both Ankurs'.

Thank you very much


CCI Pro

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