Key Difference Between Public and Private Companies in India

Choosing the right business structure is a critical decision for entrepreneurs and investors. The two most common types of business entities are private companies and public companies, each with its unique legal, financial, and operational characteristics. Understanding the main difference between public and private companies assures the founder of founding the business in the right direction.

This blog will provide an in-depth comparison of private and public companies, highlighting their definitions, key differences, advantages, disadvantages, and listing requirements. By the end, you’ll have a clear understanding of which business structure aligns best with your goals. 

What is a Private Company?

A Private Limited Company is a business entity that is privately held and does not trade its shares on public stock exchanges. It is owned by a limited number of shareholders and has restrictions on share transfers to maintain control over ownership.

Private Limited Company Incorporation is often preferred by Small and Medium-sized Enterprises (SMEs) due to its flexible regulations and fewer compliance requirements.

Advantages of Private Companies

Here are the main benefits of registering a private limited company in India.

1. Limited Ownership: The shares of a private company are held by a select group of individuals, often founders, investors, or family members.
2. Restricted Share Transfer: Shareholders cannot freely sell their shares to the public without approval from other owners.
3. No Public Listing: Unlike public companies, private companies do not trade their shares on stock exchanges.
4. Lower Compliance Requirements: Private companies face fewer regulatory requirements compared to public companies, making operations more straightforward.
5. Limited Liability – The owners have limited liability, meaning their assets are protected in case of business losses.

Based on the above-mentioned advantages, you can now better clarify the crux of the difference between a private and a public company under the Companies Act 2013. To get a better understanding, let’s explore what a public company looks like.

What is a Public Company?

A public company, also known as a publicly traded company, is a business that offers its shares to the general public through stock exchanges. These companies must comply with stringent regulatory requirements and disclose financial information to shareholders and government authorities.

Key Benefits of Public Companies:

Below are some advantages of forming a Public Limited Company in India:

1. Public Ownership:  Shares of a public company can be purchased and traded by investors on stock exchanges.
2. No Restrictions on Share Transfers: Shareholders can freely buy or sell shares in the stock market.
3. Stock Exchange Listing: Public companies are listed on major exchanges like the NSE and BSE (in India) or NYSE and NASDAQ (internationally).
4. Higher Compliance Requirements: These companies must follow strict corporate governance, financial reporting, and transparency regulations.
5. Access to Capital: Public companies can raise funds from a larger pool of investors, facilitating business expansion.

Difference Between Private Company and Public Company: Listing on Stock Exchanges

One of the most significant differences between a private and a public company is the ability to list shares on a stock exchange. Listing allows companies to access a wider pool of investors but comes with additional responsibilities.

Process of Listing a Company on a Stock Exchange

Listing a company on a stock exchange is a significant milestone that allows a business, whether a private or public company, to raise capital from the public.

Here is the process:

1. Preparing for IPO (Initial Public Offering): The company must assess its financials and business structure before going public.
2. Regulatory Compliance: Companies must comply with regulations set by governing bodies like SEBI (Securities and Exchange Board of India).
3. Filing a Prospectus: A prospectus detailing the company’s financial health, risks, and business model is shared with potential investors.
4. Share Issuance: The company issues shares to the public, raising capital in exchange for ownership stakes.
5. Stock Exchange Listing: Once shares are sold, they are listed on a stock exchange where investors can trade them.

Pros and Cons of Private and Public Companies

When deciding between forming a private limited company or a public limited company, it’s crucial to understand the difference between a public and a private company. Both structures have unique advantages and limitations that affect ownership, funding, compliance, and control. Here’s a quick breakdown of the difference between a private company and a public company to help you choose wisely.

Aspect	Private Limited Company	Public Limited Company
Meaning	A Private Limited Company is a closely held business entity that restricts share transfers and limits ownership to a small group.	A Public Limited Company is a business that can freely offer its shares to the public and is often listed on a stock exchange.
Ownership	Owned by a small group of individuals, usually family or private investors.	Owned by public shareholders who can buy and sell shares freely.
Number of Members	Minimum 2 members and maximum 200 members.	Minimum 7 members with no upper limit.
Share Transferability	Shares are not freely transferable; permission of other shareholders is required.	Shares are freely transferable in the open market.
Raising Capital	Limited to private funding, venture capital, or internal investments.	Can raise large amounts of capital from the public through IPOs.
Regulatory Compliance	Fewer compliance requirements and less public disclosure.	More stringent compliance, regular disclosures, and mandatory audits under SEBI and the Companies Act.
Transparency	Moderate, as financial statements are not required to be published publicly.	High, as financial and operational details must be disclosed publicly.
Management Control	Generally managed by a small group of directors with close decision-making.	Managed by a Board of Directors accountable to shareholders.
Post-Incorporation Requirements	Easier compliance with fewer legal obligations.	Requires annual general meetings, public filings, and shareholder reports.
Ideal For	Startups, SMEs, family-run businesses.	Large corporations planning to raise public investment.

Advantages & Disadvantages of Private Company vs Public Company

Here’s a quick breakdown of the difference between private company and public company to help you choose wisely.

Advantages of a Private Company

A private company offers several benefits, making it a preferred choice for startups, small businesses, and family-owned enterprises.

Here are some advantages:

1. More Control: 

Owners can make quick decisions without shareholder interference. This agility is particularly beneficial when rapid business decisions are necessary, such as responding to market changes or pursuing new opportunities. 

2. Lower Compliance Requirements: 

Fewer regulatory obligations reduce operational burden. The regulatory burden on private companies is significantly lighter, as they do not have to adhere to the stringent financial reporting, disclosure, and governance standards that public companies face.

3. Privacy of Financial Data: 

Private companies are not required to disclose financial records publicly. This means that private companies can keep their profit margins, business strategies, and internal operations confidential, reducing the risk of competitors gaining access to sensitive information

Disadvantages of a Private Company

While private companies offer flexibility and control, they also come with certain limitations. Restricted access to capital, limited share transferability, and lower market visibility can pose challenges for growth and expansion. 

Below are some key disadvantages of a private company.

1. Limited Access to Capital: 

Raising funds is restricted to private investors. Since private companies do not trade shares on the open market, their ability to raise funds is confined to private investors, venture capitalists, and private equity firms. 

2. Restricted Share Transfers: 

Shareholders cannot freely sell their shares. The purpose of these restrictions is to ensure that the ownership of the company remains within a limited group, such as the founding members, family members, or specific investors.

3. Less Public Recognition: 

Private companies may struggle to gain market visibility. This means that private companies may need to work harder to establish credibility and trust in their products or services.

In this way, you can analyze the private vs public company ownership and make an informed decision.

Advantages of a Public Company

A public company enjoys several benefits, including access to capital, increased market credibility, and liquidity for shareholders. By listing on a stock exchange, these companies can expand rapidly and attract investors. 

Below are some key advantages of a public company.

1. Greater Access to Capital: 

Public companies can raise funds from the stock market. Access to this capital is particularly advantageous for companies seeking to scale quickly or invest in large-scale operations.

2. Liquidity for Investors: 

Shareholders can easily trade stocks in the open market. Public companies’ shares are traded in a highly liquid market, allowing shareholders to quickly convert their equity into cash if desired. 

3. Increased Market Reputation: 

Public companies gain more credibility. Listing a company on a reputable stock exchange, such as the New York Stock Exchange (NYSE), Nasdaq, or Bombay Stock Exchange (BSE), gives it a certain level of prestige and credibility.

Disadvantages of a Public Company

Public companies offer significant advantages, such as access to capital and increased market recognition. However, they come with their own set of challenges, including higher compliance costs, potential loss of control, and vulnerability to market fluctuations.

 Below are the key disadvantages of operating as a public company:

1. High Compliance Costs: 

Regulatory obligations increase operational expenses. These regulations include the regular filing of financial reports, compliance with corporate governance standards, and maintaining internal controls to ensure accuracy in financial disclosures.

2. Risk of Takeovers: 

Shareholders can influence decision-making, increasing the risk of hostile takeovers. A hostile takeover occurs when an acquiring company or investor buys a substantial number of shares without the consent or approval of the target company’s management or board of directors.

3. Market Volatility: 

Share prices can fluctuate, affecting company valuation. Public companies are also vulnerable to speculative trading and market manipulation, where external factors or rumors can lead to sharp drops in stock prices.

Which Business Structure is Right for You?

Choosing the right business structure is a critical decision that can significantly impact your company’s operations, financial management, and growth prospects.

For more information, read our blog on How to Choose the Best Business Structure.

When to choose a Private Company:

• Best suited for small businesses, startups, and family-run enterprises.
• Ideal for those who want to retain full control over business operations.
• Suitable for businesses that do not require large amounts of capital for expansion.

Choosing a Public Company:

• Suitable for large businesses looking for expansion and external funding.
• Best for businesses that want to increase credibility and attract investors.
• Serves companies that are prepared to meet stringent compliance requirements.

This comparison makes it clear that private companies offer more control and flexibility, whereas public companies provide greater funding opportunities but with added regulatory burdens.

Ending Note

The decision between a private and public company depends on your business goals, funding needs, and regulatory comfort level. Private companies offer control and flexibility, whereas public companies provide access to capital and credibility but come with higher compliance requirements. Understanding these differences will help you make an informed choice that aligns with your long-term business vision.

If you’re considering starting a business and need guidance on choosing the right business structure, consult a legal expert today! Contact RegisterKaro for more information.

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Frequently Asked Questions (FAQs)

1. Can a private company become a public company?

Yes, a private company can convert into a public company by complying with specific legal and procedural requirements under the Companies Act, 2013. The process involves altering its Articles of Association (AOA) and Memorandum of Association (MOA), passing a special resolution in a general meeting, and obtaining approval from the Registrar of Companies (ROC).

2. Do public companies always perform better than private companies?

No, it’s not necessary that public companies always perform better than private ones. While public companies often have greater access to funding, improved brand visibility, and opportunities for large-scale growth, they also face challenges such as market volatility, stringent regulatory compliance, and the need to satisfy shareholder expectations.

3. What are the compliance requirements for public companies?

Public companies in India are subject to extensive compliance obligations under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and the Companies Act, 2013. These include:

• Filing annual returns and other ROC forms within prescribed timelines.
  Compliance ensures transparency, investor protection, and accountability in the company’s operations.
• Regular financial reporting and auditing.
• Quarterly and annual disclosures of performance to shareholders.
• Maintaining proper corporate governance standards.
• Board composition requirements, including independent directors and audit committees.

4. Why do some companies choose to remain private?

Many companies prefer to remain private to retain full control over decision-making and avoid public scrutiny. Staying private helps founders and investors maintain confidentiality over business strategies, financials, and internal operations.

5. How does share transfer work in private and public companies?

In a private company, share transfer is restricted by the company’s Articles of Association (AOA). Shareholders must typically obtain board approval or offer existing shareholders a right of first refusal before transferring shares to outsiders.