Scale Up to Public or
Streamline to OPC.
Whether you are preparing for an IPO by converting to a Public Limited Company, or reducing compliance by transitioning into a One Person Company (OPC), our CAs handle the complex legal transition seamlessly.
Why restructure your company?
Raising Public Capital (Public Ltd)
Converting to a Public Limited Company is the mandatory first step before floating an Initial Public Offering (IPO) or issuing public deposits.
Sole Control (OPC)
If your co-founder leaves, converting to an OPC allows you to legally run the company as a single owner without needing a mandatory second director.
Reduced Compliance (OPC)
OPCs face fewer regulatory burdens—no requirement to hold AGMs, simpler board meeting rules, and lesser ROC filing requirements.
Statutory Rules for Conversion
Converting a Private Limited Company requires strict adherence to the Companies Act, 2013. The rules differ significantly depending on your target entity structure.
1. Restructuring the Board
You must fulfill the statutory minimums for the new entity type before applying for conversion.
- To Public Ltd: Requires a minimum of 3 Directors and 7 Shareholders.
- To OPC: Must be reduced to exactly 1 Member (who is a resident Indian) and at least 1 Director. A nominee must also be appointed.
2. Alteration of Charter Documents
The Memorandum and Articles of Association must be entirely overhauled.
- For Public Ltd: Restrictions on the transfer of shares must be removed from the AOA. The word "Private" is deleted from the name.
- For OPC: The MOA must be updated to include the details of the mandatory Nominee.
3. NOCs and Zero Defaults
The ROC will reject the conversion if the company has pending liabilities or compliance defaults.
- No Objection Certificates (NOCs) from all secured creditors are mandatory.
- The company must have filed all its past Annual Returns (AOC-4 and MGT-7) up to date.
4. Specific Rules for OPC Conversion
Under Rule 7 of the Companies (Incorporation) Rules, 2014, a Private company can only convert to an OPC if it meets specific size limits.
- Paid-up share capital must be ₹50 Lakhs or less.
- Average annual turnover during the relevant period must be ₹2 Crores or less.
How we execute the conversion
Our expert CAs and Secretarial team manage the entire transition securely, drafting the documents and filing the MCA forms.
Board & Structuring
We convene the Board Meeting, adjust the number of directors/shareholders (DIR-12 / SH-4) as needed, and draft the new MOA/AOA.
EGM & Form MGT-14
An Extraordinary General Meeting (EGM) is held to pass a Special Resolution. We file Form MGT-14 with the ROC within 30 days.
Filing INC-27 / INC-6
Once MGT-14 is approved, we file the main conversion application—Form INC-27 (for Public Ltd) or Form INC-6 (for OPC).
New COI Issued
The ROC scrutinizes the documents and issues a fresh Certificate of Incorporation (COI) reflecting the new corporate structure.
Conversion Plans
Select your target entity type. We'll schedule a call with a Corporate Restructuring Expert immediately to verify your eligibility. No payment required upfront.
Pvt to One Person Company
Ideal for founders wanting to reduce compliance burden and run the company single-handedly.
- Dedicated Corporate Expert
- NOC Preparation & Consent Forms
- Filing of e-Form MGT-14
- Filing of e-Form INC-6 for Conversion
Pvt to Public Limited
For growing companies preparing for public offerings, taking deposits, or expanding their shareholder base.
- Senior Legal Team Assigned
- Increase Authorized Capital (if needed)
- Comprehensive MOA & AOA Overhaul
- Filing of e-Form INC-27 & MGT-14
Important: The prices above are Professional Fees for the conversion process.
Government MCA fees (which vary heavily based on Authorized Capital), stamp duty for the altered MOA/AOA, and costs for adding new directors (DIN/DSC) are strictly extra and billed at actuals.
Required Documents
You will securely upload these documents directly to your encrypted client vault to initiate the conversion process.
Company Documents
Existing COI, PAN, MOA, and AOA.
Director/Member KYC
PAN, Aadhaar, and Photos of all incoming/outgoing members.
Financials
Latest Audited Financial Statements.
Creditor NOCs
No Objection Certificates from all secured creditors.
Pending Annual Filings?
The Registrar of Companies (ROC) will reject your conversion application if your company has not filed its past Annual Returns (AOC-4 and MGT-7). We can calculate your exact late fees and help you clear this backlog before applying for conversion.