PUBLIC LIMITED COMPANIES (PLCs) - A Description

A British public limited company (PLC) is structured in an almost identical manner to its private limited liability company (Limited) counterpart and is subject to most of the same rules and regulations outlined in the Companies Acts' 1985 and 1989. However, the principal distinction is the theoretical ability to be listed on the London Stock Exchange but in reality the vast majority of PLCs are operated as de facto private limited companies - primarily for marketing and prestige reasons. However, it should be noted that very few PLC's are actually listed and that should this be desired the complex rules of the 'Council of the Stock Exchange' (known as the 'Yellow Book Rules) must be complied with; the expense of which (it being necessary to appoint very expensive stock brokers, lawyers and accountants) restrict this possibility to large organisations. The main differences between a non-listed public limited company (PLC) compared to a private limited company are as follows:

There is a minimum capitalisation requirement of £50,000.00 of which £12,500.00 must be fully paid up

A corporate officer must make a statutory declaration pursuant to S.117 of the Companies Act, 1985

The company secretary must be a qualified barrister-at-law, solicitor or chartered secretary

The must be a mimimum of 2 directors and 2 shareholders

The Memorandum & Articles of Association must adhere to a special PLC format

All PLCs must have a registered office address within either the English & Welsh jurisdiction or the Scottish jurisdiction

There are no 'small company account' exemptions and full audited accounts must be submitted annually to Companies House

Full corporate structure disclosure is required by law and is available at Companies House

All PLCs which have made a S.117 Declaration must immediately register for VAT