Requirements for Public Limited Companies

Company name

The name of a public limited company must end with the words 'public limited company', 'plc', or the Welsh equivalents – ‘cwmni cyfyngedig cyhoeddus’ and ‘ccc’.

Share Capital

A public limited company must have an issued share capital with a nominal value of not less than the authorised minimum - currently £50,000 - before it can commence business or borrow funds.

The issued shares must be paid up to not less than 25% of their nominal value, together with the whole of any premium. The share premium is the excess amount, if any, paid for a share over its nominal value.

Trading Certificate

A newly formed PLC must not commence business or exercise any borrowing powers until it has a Trading Certificate issued under Section 117 of the Companies Act 1985.

You will need to file form 117 (provided in your company package) with Companies House to obtain a Trading Certificate.

Form 117 is a sworn declaration that the company has issued shares to the value of £50,000 and that a quarter of their value (£12,500) has been paid up. You can sign this form in the presence of any commissioner of oath nearest to you.

Directors

Public limited companies must have at least two directors, one of whom may also be the company secretary. Unlike the company secretary of a limited company, the company secretary of a public limited company requires certain qualifications – being a member of one of the institutes of accounting or administration or a UK-qualified lawyer are the usual ones, although previous experience as a PLC company secretary prior to coming into effect of current company law also suffices – call us f you are unsure. Special provisions regulate the appointment of a director of a public limited company who has reached the age of 70.

Shareholders

Public limited companies must have a minimum of two shareholders.

Restrictions placed upon a Public Limited Company

A public limited company may not adopt elective resolutions to dispense with the holding of annual general meetings, annually laying accounts before its shareholders and annually appointing its auditors.

Public limited companies do not qualify as small or medium-sized companies and thus cannot take advantage of the provisions enabling such companies to file abbreviated accounts.

A Public limited company cannot apply for voluntary strike-off under Section 652A of Companies Act 1985.

A public limited company must file its accounts with the Registrar of Companies within seven months of the end of its financial year.

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