Form LEAP-1: Complete Guide to Submission of Prospectus for Listing of Equity Shares in Permissible Jurisdictions
Form LEAP-1 is the web form filed with the Registrar of Companies to submit the Prospectus filed by an unlisted public company that is listing its equity shares on a stock exchange in a permissible foreign jurisdiction. It is governed by Section 23(3) of the Companies Act, 2013 read with Rule 4 of the Companies (Listing of Equity Shares in Permissible Jurisdictions) Rules, 2024.
Time limit: The Prospectus must be filed in LEAP-1 within seven days after it has been finalised and filed with the permitted foreign exchange.
Who Should File LEAP-1 / When is it Filed
An unlisted public company that is not ineligible under Rule 5 of the 2024 Rules, and which has no partly paid-up shares, may issue equity shares for listing on a stock exchange in a permissible jurisdiction. Such a company must file its Prospectus in LEAP-1 within 7 days of finalising and filing it with the permitted exchange.
Important Checkpoints Before Filing
- Applicant must be registered on the MCA portal, and the company must have a valid, active CIN
- DSC must be registered on the MCA portal against the DIN/PAN/Membership number provided
- Signatory’s DIN must not be flagged for disqualification
- The form must not be signed by a Director/Manager/Company Secretary/CEO/CFO in respect of whom a pending DIR-12/Form 32 (for cessation) is awaiting payment or approval
- Signing authority’s DSC must be valid, non-expired, and non-revoked
Step-by-Step Filing Process
- Login to MCA portal → MCA Services → Company e-Filing → Compliance Services
- Access “LEAP-1 (Form for submission of Prospectus with the Registrar)”
- Enter/search/select CIN
- Fill up the application
- Optionally save as draft
- Submit the webform and note the SRN
- Affix DSC
- Upload the DSC-affixed PDF on MCA portal
- Pay Fees (within the standard upload/payment windows)
- Receive acknowledgement
Mandatory Attachments
The finalised Prospectus (as filed with the permitted foreign exchange) must be attached in PDF or JPG format, along with any other supporting documents required, up to 2 MB per attachment.
Signing Requirements
- Digitally signed by an authorised signatory (Director/Manager/CS/CEO/CFO) with an approved DIN/PAN/Membership number
Fee Structure
Normal Fee — Companies with Share Capital
| Nominal Share Capital (INR) | Fee (per document, INR) |
|---|---|
| Less than 1,00,000 | 200 |
| 1,00,000 to 4,99,999 | 300 |
| 5,00,000 to 24,99,999 | 400 |
| 25,00,000 to 99,99,999 | 500 |
| 1,00,00,000 or more | 600 |
Companies without share capital: ₹200
Additional (Delay) Fee
| Period of Delay | Additional Fee |
|---|---|
| Up to 30 days | 2× normal fee |
| More than 30 up to 60 days | 4× normal fee |
| More than 60 up to 90 days | 6× normal fee |
| More than 90 up to 180 days | 10× normal fee |
| More than 180 days | 12× normal fee |
Processing Mode
Form LEAP-1 is processed in STP mode — taken on record electronically without further processing. There is no provision for resubmission.
Useful Links
Frequently Asked Questions (FAQs)
Q1. Which companies can use LEAP-1? Unlisted public companies that are not ineligible under Rule 5 of the 2024 Rules and have no partly paid-up shares, issuing equity shares for listing in a permissible foreign jurisdiction.
Q2. What is the filing deadline for LEAP-1? Within 7 days of the Prospectus being finalised and filed with the permitted foreign stock exchange.
Q3. Is LEAP-1 relevant for companies listed only in India? No — it specifically applies to listing of equity shares in permissible jurisdictions outside India under the 2024 Rules.
Q4. Is LEAP-1 processed automatically? Yes, it is processed in STP mode with no resubmission facility.
Q5. What happens if the Prospectus is filed late? Additional fee applies on a sliding scale from 2 times up to 12 times the normal fee depending on the delay period.
Disclaimer
This article is based on the official Instruction Kit for Form LEAP-1 published by the Ministry of Corporate Affairs (MCA), Government of India. While every effort has been made to ensure accuracy, the content is intended for general guidance purposes only. MCA forms, rules, and fee structures are subject to change through amendments to the Companies Act, 2013 or notifications issued thereunder.
In case of any inconsistency or doubt, readers are advised to refer to the official MCA access page for LEAP-1 and resources available on the MCA website.