Upcoming Compliances for Private Limited Companies in the FY2025-26

As the financial year progresses, it is crucial for businesses and directors to stay informed about upcoming compliance deadlines to avoid penalties and ensure smooth operations. Here is an overview of the key upcoming compliance requirements to be reported by Companies to the Ministry of Corporate Affairs (“MCA”) under the Companies Act, 2013 (“Act”): 

S. No.Form NameApplicabilityDue DateDetails RequiredConsequences of Non-Compliance
1MSME Form IMSME Form I is applicable to all companies that receive goods or services from micro or small enterprises and whose payments to these enterprises exceed 45 days from the date of acceptance or the date of deemed acceptance of the goods or services.The filing of Form MSME-1 is required twice a year (half yearly):● For the period from 01 April 2025 to 30th September, 2025, the due date is 31st October, 2025.● For the period from 01 October 2025 to 31 March 2026, the due date is 30 April 2026.●Total outstanding amount due to MSME suppliers as of the reporting date.● Name of the supplier and their PAN.● Date from which the amount is due.● The reasons for the delay in payments.Under Section 405 of the Act, failure to file Form MSME-1 can result in a penalty of INR 20,000/-. If the failure continues, an additional penalty of INR 1,000/- per day may be imposed, up to a maximum of INR 3,00,000/-. This penalty applies to both the defaulting company and its officers responsible for the non-compliance. 
2Form DIR-3 KYC / Web KYCForm DIR-3 KYC is applicable to all individuals who have been allotted aDirector Identication Number (DIN) and are required to update their KYC details annually in order to keep the status of their DIN active. This annual compliance ensures that the personal information of directors are accurate and up-to-date on the MCA database, there by enhancing the transparency and integrity of corporate governance.Individuals holding a DIN as of the first financial year, i.e., 31st March, 2025, are required to file Form DIR-3 KYC. The due date for filing DIR-3 KYC is 30th September 2025. For subsequent years, Web KYC must be submitted by the same deadline of 30th  September ● Personal mobile number and email address.● Address proof and identity proof.● Aadhar and PAN numbers.● Passport in case of Foreign DirectorsFailure to file the Form DIR-3 KYC/ Web KYC within the due date results in the deactivation of the DIN. Reactivation of DIN requires filing of Form DIR-3 KYC along with a late fee of INR 5,000/-. This non-compliance can restrict the director from participating in any business activities until the DIN is reactivated.
3Form AOC-4/ XBRLAll companies registered under the Act, including private limited companies, public limited companies, one-person companies (“OPC”), and small companies, must file Form AOC-4 annually. This form is used to file a company’s financial statements with the MCA. This includes the balance sheet, profit and loss account statement, and other relevant documents required under Section 137 of the Act.The due date for filing Form AOC-4 is within 30 days from the date of the Annual General Meeting (“AGM”) for all companies, except for OPCs. OPCs have 180 days from the end of the financial year to file.● Financial statements including balance sheet, profit and loss account statement and Cash Flow statement as applicable.● Directors’ report● Auditors’ report● Details of related party transactions● Corporate social responsibility (CSR) activities, if applicableUnder Section 137 of the Act, failure to file Form AOC-4 within the due date may result in a penalty of INR 10,000/-. If the non-compliance continues, an additional penalty of INR 100/- per day will be imposed, subject to a cap on the company and its directors.
Furthermore, the company’s directors may face disqualification under Section 164(2) of the Act, preventing them from being appointed as directors in any other company for five years.
4Form MGT-7A /Form MGT-7All companies, except Small Companies and One OPCs, are required to file Form MGT-7. Small companies and OPCs must file Form MGT-7A.
This form serves as the annual return, detailing the company’s shareholding structure, changes in directorship, and other key information that must be submitted to the MCA.
The due date for filing Form MGT-7/7A is within 60 days from the date of the AGM, or the deemed date if no AGM is held. In case of no AGM, a statement specifying the reasons for not holding it must also be submitted.● Details of shares, debentures, and other securities allotted.● Particulars of holding, subsidiary, and associate companies
● Details of directors, key managerial l personnel, and changes therein● Meetings of members//board/committees and attendance. ● Remuneration of directors and key managerial personnel● Penalties and punishments imposed on the company, its directors, or officers.Any other information required as per the specified format of the Form.
Under Section 92 of the Act, failure to file Form MGT-7/7A within the due date may result in a penalty of INR 10,000. If the non-compliance continues, an additional penalty of INR 100 per day will be imposed, subject to a cap of INR 2,00,000/- on the company and its directors, and fifty thousand rupees in case of an officer who is in default.
Furthermore, the company’s directors may face disqualification under Section 164(2) of the Act, preventing them from being appointed as directors in any other company for five years.
5Annual Disclosures in Form MBP-1 and DIR-8Applicable to Directors who participate in the first meeting of the Board in each financial year or whenever there is a change in the interest of a director, they are required to disclose any concerns or interests that may arise in any company, body corporate, firms, or other associations of individuals. This disclosure should take place at the first Board meeting held after such a change in form MBP-1.
Every Director of the Company is required to provide disclosure of non-disqualification annually.
The company must record the disclosures annually at the first board meeting of each financial year, and any changes must be noted on an event-based basis.For MBP-1:Names of companies, bodies corporate, firms, or associations of individuals in which the individual has any interest.Nature of the interest or concern, including any changes.Shareholding details.Date on which the interest or concern arose or changed.
For DIR-8:Names of companies where the individual held directorship in the last 3 years.Dates of appointment and cessation.Details of any disqualification, if applicable.
Under Section 172 of the Act, the company and every officer of the company who is in default will be liable to a penalty of INR 50,000/-. If the failure continues, an additional penalty of INR 500/- per day will be imposed, up to a maximum of INR 3,00,000/- for the company and INR 1,00,000/- for the officer in default.
6Annual General Meeting (“AGM”)Every company, except a One Person Company, shall, in each year, convene, in addition to any other meetings, a general meeting known as its AGM.First AGM: Within 9 months from the end of the financial year (on or before 31st December, 2025).Subsequent AGMs: Within 6 months from the end of the financial year (on or before 30 September, 2025Audited Financials along with the auditor’s reportDirectors’ Report Under Section 99 of the Act, the company and every officer in default may be liable to a fine of up to INR 1,00,000/-. In case of continuing default, an additional fine of up to INR 5,000/- per day may be imposed for each day the default persists.
7Form DPT-3Company shall file Return of deposits for acceptance of deposits or particulars of transaction not considered as Deposit as per rule 2 (1) (c) of the Companies (Acceptance of Deposit) Rules, 2014.This includes loan from Directors, institutions, Debentures, etc.On or before 30th June, 2025Amounts received by the Company as a loanRepayments Ageing i.e loans outstanding for less than or equal to 1 year, more than 1 year and less than 3 years, and more than 3 yearsUnder Rule 21 of the Companies (Acceptance of Deposits) Rules, 2014, the company and every officer in default may be liable to a fine of up to INR 5,000/-. If the contravention continues, an additional fine of up to INR 500/- may be imposed for each day the contravention persists, after the first day.
8Form PAS-6All companies that have obtained ISINs for their securities (dematerialized Securities) are required to File Form PAS-6 on a half-yearly basis to report the Reconciliation of Share Capital within 60 days from the end of each half-year.For April 2025 – September 2025: on or before 29th November, 2025For October 2025 – March 2026: on or before 30th May, 2026CIN, ISIN for each security type.Issued capital, shares in Demat/physical form, and discrepancies.Changes in share capital (bonus, rights issue, ESOPs, etc.).Shares held by directors, promoters, and KMP.Demat requests pending beyond 21 days with reasons.CS/Practicing CS/CA certifying the formUnder Section 450 of the Act, the company and every officer in default, or any other person, may be liable to a penalty of INR 10,000/-. In case of continuing contravention, an additional penalty of INR 1,000/- per day may be imposed after the first day, subject to a maximum of INR 2,00,000/- for the company and INR 50,000/- for the officer or other person in default.

Conclusion 

Keeping up with compliance deadlines is essential for the smooth functioning and legal standing of any business. Companies must ensure timely reporting of forms with the MCA to avoid penalties and legal repercussions. It is advisable to maintain a compliance calendar and set reminders well in advance to ensure that the applicable lings are completed within the stipulated time frame. 

Compliance Calendar 2025 – A Complete Checklist

In today’s fast-paced corporate world, the cost of non-compliance can be severe, ranging from hefty financial penalties to significant reputational damage. For any business, understanding and adhering to regulatory requirements is not just a legal obligation but a crucial aspect of operational integrity. To assist companies in navigating this complex landscape, we’ve developed a detailed Compliance Calendar for the year 2025-26. Following this schedule meticulously can safeguard your business from unwanted legal consequences and ensure that you meet all necessary regulatory deadlines.

What is a Compliance Calendar?

Think of a compliance calendar as your personalized roadmap to regulatory bliss. It outlines key deadlines for filings, reports, and other obligations mandated by various governing bodies. From taxes and accounting to industry-specific regulations, a comprehensive compliance calendar ensures you meet all your requirements on time, every time.

Why is a Compliance Calendar Crucial?

A Compliance Calendar acts as a strategic planner for all statutory dues dates and compliance activities that need to be completed throughout the year. It serves as a proactive tool to manage and ensure that all company obligations are met on time. For businesses, small or large, staying ahead of compliance deadlines means:

  • Avoiding Legal Pitfalls: Late filings or non-compliance can lead to fines, penalties, or more severe legal repercussions.
  • Maintaining Operational Efficiency: Regular compliance helps in smooth operations and avoids last-minute rushes that can disrupt business processes.
  • Upholding Corporate Reputation: Being known as a compliant organization enhances stakeholder confidence and maintains your business’s goodwill in the market.

Key Compliance Requirements for 2025

Our compliance calendar includes essential monthly, quarterly, and annual compliance tasks to ensure your business operates smoothly and legally. Here’s a breakdown of major compliance milestones you need to track:

Monthly Compliances

  • GST Return Filings: Ensure timely submission to avoid penalties.
  • TDS Deposit and Returns: Critical for businesses deducting taxes at source.
  • ESIC and PF Filings: Stay compliant with employee benefit regulations.

Quarterly Compliances

  • TDS Returns: Critical for businesses to pass on the credits to the respective vendors and avoid late filing penalties.
  • Advance Tax Payments: Manage your tax liabilities effectively by making quarterly advance tax payments.

Annual Compliances

  • Annual Return and Financial Statements Filings: Key documents that need to be filed with the Registrar of Companies.
  • Annual Disclosures: Directors must submit Form MBP-1 and DIR-8.
  • Form DPT-3: Return of deposits or details of transactions not classified as deposits.
  • DIR-3 KYC: To maintain the active status of the Director Identification Number (DIN).
  • Form MSME-1: For companies receiving goods or services from micro and small enterprises, where payments exceed 45 days.
  • Annual General Meeting: A meeting of members to be held annually.
  • Income Tax Return Filings: Ensure accurate and timely filings to avoid any notice from the department.

Specific Compliance Requirements

  • Appointment and Re-appointment of Auditors (Form ADT-1): Critical for maintaining transparent financial audits.
  • Commencement of Business (Form INC-20A): A declaration by directors that must be filed within 180 days of incorporation.
  • Board Meetings: Companies are required to hold a minimum number of board meetings annually; details vary by company type.
  • Form PAS-6: Companies with ISINs to file Form PAS-6 every six months, reporting Share Capital Reconciliation within 60 days from the end of each half year.
  • Statutory Registers: Companies must maintain registers in accordance with the applicable Secretarial Standards and the Companies Act, 2013.

Documents and Provisions

Each compliance requirement comes with specific documentation needs and legal provisions. For instance:

  • Form MBP-1 for the disclosure of interest by directors should be handled annually and at every new appointment.
  • Compliance with Section 139 of the Companies Act, 2013 for auditor appointments ensures legality and adherence to corporate governance standards.

Conclusion

Adhering to a structured compliance calendar helps in mitigating risks associated with non-compliance. This guide serves as a roadmap to help your business navigate through the maze of statutory requirements efficiently.

By leveraging a compliance calendar and following these tips, you can transform compliance from a burden into a manageable process. Remember, staying compliant protects your business, saves you money, and allows you to focus on growth and success. So, take control, conquer compliance, and make 2025 your year of regulatory mastery!

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Power Play : A Regulatory Guide for Indian Gaming Companies

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Report Highlights

Power Play: A Regulatory Guide for Indian Gaming Companies

India’s gaming industry is on the brink of a monumental transformation, evolving from a budding market to a global leader. With over 500 gaming studios now operational, the country is at the forefront of innovation and creativity in the gaming world. The country boasts a substantial gaming community, comprising 568 million gamers, out of which 25% are paying users. Industry analysts predict a future even brighter, forecasting the Indian gaming industry to surpass $3.9 billion by 2025. This phenomenal growth signals a golden era for aspiring entrepreneurs and gaming enthusiasts.

The Indian Gaming Industry: A Snapshot of Facts

As India’s gaming industry navigates through a phase of exponential growth and regulatory evolution, several key facts highlight its current status and forecast its future trajectory.

  1. India is the second-largest gaming market worldwide with a staggering 568 million gamers out of which 25% are paying users. 
  2. The segment has attracted consistent investments totaling INR 22,931 crore between FY20 and FY24 YTD from both domestic and foreign investors.
  3. The sector has grown at a CAGR of 28%, reaching INR 16,428 crore in FY23, and is expected to reach INR 33,243 crore by FY28.
  4. The Indian gaming industry is expected to surpass $8.6 billion by 2027 (according to EY and FICCI).
  5. India has produced three gaming unicorns: Dream11, Mobile Premier League, and Games24x7. Furthermore, it directly and indirectly employs around one lakh individuals, with the prospect of expanding to 250,000 job opportunities by 2025.

Diving Into the Ecosystem

At the heart of this revolution are game developers, gaming platforms, esports ventures, RMG (Real Money Gaming) companies, and blockchain gaming innovators. Each segment contributes uniquely to the vibrancy and diversity of India’s gaming landscape.

Navigating Success in India’s Gaming Industry

To thrive in this booming ecosystem, understanding the legal and regulatory frameworks is crucial. The distinction between “games of skill” and “games of chance” forms the legal cornerstone. Moreover, the implementation of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Amendment Rules 2023 marks a pivotal shift, introducing a regulatory framework tailored for online gaming companies.

Innovation at the Forefront

Protecting innovation is paramount in the competitive gaming industry. Intellectual Property Rights (IPR) serve as the foundation for safeguarding game developers’ creativity and originality, covering everything from trademarks and copyrights to patents and designs. This protective measure ensures companies can maintain their competitive edge and continue to push the boundaries of creativity.

The Road Ahead

Despite facing regulatory challenges and the intricacies of GST and taxation, India’s gaming industry stands on the precipice of a new dawn. The sector’s ability to navigate these hurdles while harnessing its vast potential will shape its trajectory in the years to come. With the promise of increased FDI, job creation, and continued technological innovation, the future of gaming in India shines brightly.

Explore the Full Report

For those looking to dive deeper into the intricacies and opportunities within India’s gaming industry, our comprehensive report, “Power Play: A Regulatory Guide for Indian Gaming Companies” offers an invaluable resource on investment landscape, market size and opportunitylandmark happenings, legal and regulatory framework, compliance essentials and IPR, taxation and anticipated developments. The report equips readers with the knowledge needed to navigate entrepreneurs and enthusiasts in India’s vibrant gaming ecosystem.

Compliance with the Indian Digital Personal Data Protection Act, 2023

For: B2B SaaS businesses

The Digital Personal Data Protection Act, 2023 (“Act”) is intended to safeguard and protect digital personal data, and (inter alia) govern the manner in which it can be collected, stored, processed, transferred, and erased. The Act imposes requirements on data fiduciaries/collectors and data processors, as well as certain duties on the data subject/individual with respect to personal data.

“Personal Data” under the Act includes any digital or digitized data about an individual (including any data which can be used to identify an individual). This excludes any non-digital data, or any data which cannot be used to identify an individual in any manner (including in concert with any other data).

This document is intended to provide a summary of the obligations of B2B-based SaaS business, which arise from the Act.

An Overview

The key obligations of businesses towards complying with the Act include:

  • Identify the extent of Personal Data collection, storage and processing which your business undertakes, and how much is necessary.
  • Prepare notices for procuring consents from individuals whose Personal Data you collect, store, and process (including those individuals whose Personal Data has already been collected and/or is being stored or processed), specifying:
    • Type/s of Personal Data you will use;
    • The specific purpose/s you will use it for;
    • The manner in which they can withdraw consent or raise grievances; and
    • The manner in which they can make a complaint to the Data Protection Board of India.
  • Maintain a record of consents procured and provide the following rights:
    • Right to request for (i) summary of their Personal Data being used; and (ii) identities of parties to whom their Personal Data has been transferred;
    • Right to correct, update and/or delete Personal Data (unless required to be retained for compliance with law);
    • Right to redressal for grievances and complaints;
    • Right to nominate another individual to exercise their rights (in the event of death or incapacity)

Action Items

While B2B SaaS platforms have limited Personal Data collection, Personal Data can still be collected and processed in case of user accounts for individuals/employees/representatives of enterprise customers. Businesses can take the following actions towards compliance with the Act:

  • Data audit: Carry out an internal data audit, including identifying Personal Data collection, storage and processing requirements;
  • Limit Personal Data usage: Erase or anonymize Personal Data to the extent feasible to reduce the compliance and associated risks, or limit the Personal Data points which are collected;
  • Update your product to enable privacy rights: Businesses should therefore make available on the SaaS tool / platform functionalities to:
    • Issue notices for procuring consent for Personal Data collection, storage and processing prior to any such collection, storage or processing. These notices can be worded in simple and clear terms so as to enable individuals to know their rights, and should include language which clearly states that consent is provided for collection, storage, and processing (including processing by third-parties); specify the purpose/s for the type or types of processing. For example – in case the processing will be done for purposes A, B and C, consent will have to procured specific for each of A, B and C; mention that consent can be withdrawn
    • Request modification, correction, updating, or erasure of Personal Data. Other than any Personal Data which is necessary for providing the services (for example, corporate email IDs), all Personal Data should be subject to modification or erasure pursuant to withdrawal of consent.
  • Appoint person/s who can handle complaints, grievances, or requests from individuals. This can be an individual assigned specifically for this task or a team responsible for ensuring speedy response.
  • Implement technical measures to protect against and mitigate data breaches and their consequences. The Act requires fiduciaries/collectors to “take reasonable security safeguards to prevent personal data breach”, which can include cloud monitoring, penetration testing, ISO certification, etc., depending on the sensitivity and extent of Personal Data.

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