ROC - Company



Company- Post-Incorporation Compliances

Once the company is incorporated under the Companies Act, 2013 then the Company is required to fulfil various prescribed Post-Incorporation Company Compliances in accordance with the Company Law.

Cost of Non-Compliance of Legal Provisions is always higher than the Cost of Compliance

Companies are required to fulfill numerous Company Compliances prescribed under the Companies Act.

Company

In India, the Companies Act, 2013 is the leading law dealing with the Incorporation, Running and Closure of the companies. Section 2(20) of the Companies Act, 2013 defines company as follows


"A Company Incorporated under this Act or under any previous Company law"

Company Compliances

A company is also required to file prescribed documents with the Registrar of Companies (ROC) from time to time.

Type of Company Compliances for Private Limited Company :- We can categorize the type of Company Compliances broadly as under:

  • Post Incorporation Company Compliances.
  • Mandatory Annual Compliances.

Post Incorporation Company Compliances -

As soon as a Company is incorporated, it shall be legally bound to comply the Certain Legal Compliances.

Below is the list of Post-Incorporation Company Compliances, Applicable Form, if any and Respective Due Dates -

Post-Incorporation Company Compliances Applicable Form Time Limit Whether to be filed before ROC or Not
Declaration of commencement of business.
(Applicable to companies incorporated after 2nd November 2018)
20A Within 180 days of the date of Incorporation. Yes
First Auditor Appointment ADT-1* Within 30 days from Incorporation of Company Yes
*Not Mandatory in case of first Auditor.
Issue of Share Certificate SH-1 Within 2 months from the date of Incorporation. No
This is to be kept in the Company's record.
Stamp Duty Documents file to SDM - Within 30 days from date of issue of Share Certificate. N.A.
First Board Meeting - Within 30 days from the date of its Incorporation. N.A.
First Annual General Meeting - 9 months closing date of the 1st financial year. N.A.
Director Disclosure - Interest of Director in other companies. MBP-1 In the 1st Board Meeting. No This is to be kept in the Company's record.

Mandatory Annual Compliances for Companies

Once Company is Incorporated and Post Incorporation Compliances has been made, then Annual Mandatory Compliances are to be complied.

Below is the list of Annual Company Compliances, Applicable Form, if any and Respective Due Date -

Annual Company Compliance Applicable Form Time Limit Whether to be filed before ROC or Not
Board Meetings - Minimum of 4 Board Meetings to be held every year with not more than 120 days gap within two meetings. N.A.
Minimum of 4 Board Meetings to be held every year with not more than 120 days gap within two meetings. N.A. Minimum of 4 Board Meetings to be held every year with not more than 120 days gap within two meetings. N.A.
Annual Return MGT -7 Within 60 days from the date of AGM. Yes
Financial Statements AOC-4 Within 30 days from the date of AGM. Yes
Appointment of Subsequent Auditors ADT-1 Within 15 days from the date of appointment of the Auditor. Yes
Any Company having outstanding loan/amount as on 31st March of each F.Y. has to furnish details and bifurcation of such outstanding amount. Form DPT-3 30th June Yes

Event-Based Compliances

OAfter Incorporation Compliance & Mandatory Compliance, there are Certain Compliances, which needs to be fulfilled on Occurring of Particular Event. These are called Event Based Compliances.

Below is the list of Event Based Compliances, Applicable Form, if any and Respective Due Dates -

Events Applicable Form Time Limit Whether to be filed before ROC or Not
Change in the Address of Registered Office within Same State. INC-22 Within 15 days from the date when the Board resolution approving such change was passed. Yes
Change in the Directors and key managerial personnel DIR-12 Within 30 days from the date of appointment/ resignation and of any change taking place in their designations. Yes
Increase in Authorized Share Capital SH-7 Within 30 days of the date of general meeting where the ordinary resolution was passed. Ordinary resolution is passed for Alteration of the MOA for increase in Authorized Capital. Yes
Increase in Paid-Up Share Capital through private placement PAS-3 Within 15 days from the date of the Allotment of Shares. Yes
Resolution and Agreements MGT-14 Within 30 days from the date of passing resolution and agreements. Yes
Change in Secured Borrowing CHG-1 Within 30 days of its Creation or Modification of charge. Yes
Allotment of Shares PAS-3 Within 30 days from the date of Allotment. Yes
It is a one-time return for outstanding receipt of loan by a Company. DPT-3 Due date was 31st of May 2019. Since then the form must be filed Annually. Yes
Applicable on Specified Company, who obtains goods / services from the Small and Micro-enterprise. Payment from them is due for 45 days from the date of acceptance. MSME-1 Within 30 days from the end of each half-year in respect of outstanding payments to Micro or Small Enterprise Yes
Disclosure of Substantial Beneficial Ownership BEN-2 Within 30 days from the date of receipt of BEN1 by the company. Yes
Additional place whereby the books of accounts and statutory registers are kept (other than the registered office) AOC-5 Within 7 days from the date of passing the Board Resolution. Yes
For Conversion of Private limited company into Public Company INC-27 Within 15 days from of the receipt of the order from the Central Government. Yes

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