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 Name
Applicability
Due Date
Details Required
Consequences of Non-Compliance
1
MSME Form I
MSME 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.
2
Form DIR-3 KYC / Web KYC
Form 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 Directors
Failure 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.
3
Form AOC-4/ XBRL
All 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 applicable
Under 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.
4
Form MGT-7A /Form MGT-7
All 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.
5
Annual Disclosures in Form MBP-1 and DIR-8
Applicable 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.
6
Annual 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, 2025
Audited 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.
7
Form DPT-3
Company 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, 2025
Amounts 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 years
Under 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.
8
Form PAS-6
All 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, 2026
CIN, 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 form
Under 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.
What are the Compliances For a Private Limited Company (PLC) in India?
While company registration unlocks a world of possibilities for business in India, it also introduces the essential concept of compliance. In simpler terms, Compliances For a Private Limited Company refers to the company adhering to a set of established rules and regulations. In the context of Indian businesses, this means following the guidelines outlined in the Companies Act, 2013. This act serves as the backbone for corporate governance, dictating everything from director qualifications and remuneration to the proper conduct of board and shareholder meetings.
One key aspect of compliance involves adhering to the regulations set forth by the Ministry of Corporate Affairs (MCA). This applies to all private limited companies, regardless of their size or turnover. So, whether you’re a startup with a modest capital base or a well-established entity, annual compliance filings like annual returns are mandatory. Managing day-to-day business activities alongside navigating complex corporate laws can feel overwhelming. This article provides a foundational understanding of compliances for private limited companies in India.
What is a Private Limited Company (PLC)?
A Private Limited Company (PLC) is a legal entity formed to operate a business, offering several key benefits to its founders. A defining feature is limited liability, which protects shareholders’ personal assets from the company’s debts. This means if the company encounters financial difficulties, creditors can only go after the company’s holdings, providing a safety net for shareholders. Another key aspect is ownership structure. Unlike publicly traded companies, shares in a PLC are not freely available for purchase on the stock market. Instead, ownership is restricted to a select group, typically founders, or private investors. This allows for more control over the company’s direction and decision-making processes, making PLCs suitable for entrepreneurs seeking to maintain a focused ownership structure. It’s a popular option for startups, family-run businesses, and companies aiming for a more focused ownership structure.
List of Important Compliances For a Private Limited Company (PLC) in India
While core compliance requirements remain constant for private limited companies (PLCs) in India, deadlines and procedures can evolve. This table summarizes key compliances along with deadlines specifically for 2025:
1) Incorporation Compliances
Incorporation compliances are the legal requirements a company must follow after it’s officially formed. This includes things like holding your first board meeting within 30 days, opening a company bank account, and getting any licenses or permits you need to operate. You’ll also need to appoint key people, keep track of important documents, and follow labor and tax laws.
Compliance
Description
Forms
Deadline and Penalty
Declaration of Commencement of Business
Since November 2018, companies in India with a share capital need to file a declaration with the Registrar of Companies (ROC) for the receipt of subscription money in the Bank account of the Company upon incorporation before starting operations or borrowing. Essentially, it acts as a go-ahead signal for the company to officially begin functioning.
INC-20A
Within 180 days of incorporation.
Penalty of Rs. 50,000 for the company & Rs. 1000 per day for the directors for each day of default not exceeding Rs. 100,000/-
Auditor Appointment
Getting your finances in order is crucial right from the start for companies in India. Appointing a statutory auditor ensures proper oversight of your company’s financial health.
ADT-1 Filing
Within 30 days of incorporation.
Penalty of Rs. 25,000/- but which may extend to Rs. 500,000/- for the Company and Rs. 10,000/- but which may extend to Rs. 100,000/- for the Director or officer of the Company who is in default.
Holding First Board Meeting
Newly formed PLCs in India have a crucial meeting on their agenda within the first month. This initial board meeting focuses on setting up the company’s financial foundation. Key items on the discussion table include opening a company bank account to deposit the share capital collected from shareholders, PLC’s incorporation certificate, seal, directors’ disclosures, etc. Additionally, the board will address issuing share certificates,
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Within 30 days of incorporation.
Rs. 25,000/- on the officer of the Company whose duty was to give notice for holding such meeting
Company Merchandise
All business letters, envelopes, invoices, etc. should have: Full name of PLC, Corporate Identification Number [CIN], Registered office address, Contact details – Telephone number &; Email id
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As soon as the PLC is incorporated
Labour & Other Laws
Obtaining registration under labour laws if applicable and other laws etc.
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2) Director KYC & Disclosures
In India, keeping director information current is crucial. Directors must go through a KYC process (Know Your Customer) to verify their identity. Additionally, directors have annual disclosure obligations. They need to declare any directorships, partnerships, or significant shareholdings in other companies, along with details of their close relatives. These measures ensure transparency and accountability within Indian companies.
Compliance
Description
Forms
Deadline and Penalty
KYC Filing for Directors
Keeping Director information up-to-date is essential in India. When filing the KYC form (DIR-3 KYC), both email and mobile phone one-time passwords (OTPs) are required for verification. If a Director’s email or phone number changes, they need to re-file the DIR-3 KYC form to update their information. For other changes in Director details, such as address, a different form (DIR-6) needs to be submitted.
DIR-3 KYC / Web KYC
Before 30th September of every year (Annual)
Deactivation of Director Identification Number (DIN)
Disclosure of Directors’ Interest
Indian company directors must disclose their financial interests annually. This includes: – Directorships in other companies, bodies corporate, Partnership firms, association of individuals,
MBP-1
Every First Board Meeting of the Financial Year (Annual) and whenever there is any change in the disclosures already made then at the first Board meeting held after such change
The Director shall be liable to a penalty of Rs. 100,000/-
Disclosure of Non-Disqualification by Directors
Indian company directors must file a “Director Non-Disqualification Disclosure”
DIR-8
At the time of appointment or reappointment
Rs. 50,000/- on the Company and every officer of the Company who is in default and in case of continuing failure, a further penalty of Rs. 500/- per day during which such failure continues, subject to a maximum of Rs. 300,000/- in case of Company and Rs. 100,000/- in case of an officer who is in default
3) Financial Statements & Filings
Companies in India are required to maintain transparency through financial statements and filings. These statements, typically including a balance sheet, income statement, and cash flow statement, paint a clear picture of the company’s financial health, performance, and cash flow. They are filed electronically with the Ministry of Corporate Affairs (MCA) within a specific timeframe, usually Seven months after the financial year ends.
Compliance
Description
Forms
Deadline and Penalty
Financial Statements & Audit Report
Indian companies are required to file their financial health report with the government within 30 days of holding their annual general meeting (AGM) . This report includes the balance sheet, profit and loss statement, cash flow statement, a director’s report, and an auditor’s report. However, only companies with a paid-up capital of Rs. 5 crore or more or turnover of Rs. 100 crore or more need to file this information electronically in a specific format called XBRL (eXtensible Business Reporting Language).
AOC-4 / AOC-4 XBRL
Within 30 days of AGM
Penalty of Rs. 10,000/- and in case of continuing failure, with a further penalty of Rs. 100/- per day during which such failure continues, subject to a maximum of Rs. 200,000/- on Company and a penalty of Rs. 10,000/- and in case of continuing failure, with a further penalty of Rs. 100/- per day during which such failure continues, subject to a maximum of Rs. 50,000/- on directors and officers of the Company
Annual Return
In India, companies file an annual return summarizing their activities for the financial year (April 1st to March 31st). This report details the registered office, principal business activities, particulars of holding, subsidiary and associate Companies, shares, debentures and other securities, shareholding pattern, its members, and debenture-holders, promoters, Directors, Key Managerial Personnel (KMP), meetings of members or a class thereof, Board, Remuneration details of the Directors and KMP, penalty or punishment imposed on the Company, its directors or officers and details of compounding of offenses, matters relating to certification of compliances
MGT-7
Within 60 days of AGM.
Penalty of Rs. 10,000/- on the Company and every officer who is in default and in case of continuing failure, a further penalty of Rs. 100/- per day for each day during which such failure continues subject to a maximum of Rs. 200,000/- on in case of Company and Rs. 50,000/- in case of an officer in default
4) Meetings & Resolutions
Meetings are a cornerstone of corporate governance in India. Companies hold two main types of meetings: board meetings and general meetings. Board meetings, typically attended by directors, address operational issues, strategic planning, and approving financial statements. Resolutions, formal decisions made by vote at these meetings, guide the company’s direction. General meetings, including annual general meetings (AGMs), involve shareholders who vote on resolutions concerning matters like dividend payouts and board member appointments. Proper notice and record-keeping of both meetings and resolutions are crucial for ensuring transparency and legal compliance.
Compliance
Description
Forms
Deadline and Penalty
Board Meetings
Board meetings in India are CEO summits. Directors discuss strategy, vote on key decisions, and oversee company management. Regular meetings ensure transparency and guide the company’s direction.
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Minimum 4 meetings per year with max 120 days gap between meetings
Rs. 25,000/- on the officer of the Company whose duty was to give notice for holding such meeting
Notice of AGM
In India, convening an annual general meeting (AGM) requires a proper notice sent to all entitled participants. This notice follows strict guidelines set out in Section 101 of the Companies Act, 2013, and further elaborated in Secretarial Standard-II. This ensures everyone receives timely information about the meeting, allowing them to prepare and participate effectively.
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21 clear days before AGM
A penalty of upto Rs. 100,000/- and in case of continuing default, with a further fine upto Rs. 5,000/- for every day during which such default continues on the Company and every officer who is in default
Circulation of Financial Statements & Reports
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21 clear days before AGM
AGM (Annual General Meeting)
Annual General Meetings (AGMs) are yearly gatherings mandated by the Indian Companies Act, 2013. Here, shareholders convene to discuss and approve company matters.
AGMs serve a dual purpose:
Transparency & Accountability: Financial statements are presented, allowing shareholders to assess the company’s health. They can then vote on proposals like electing directors, appointing auditors, and approving dividend payments.
Shareholder Engagement: This forum provides a platform for shareholders to ask questions, voice concerns, and offer feedback on the company’s performance and direction. This interaction fosters better communication and strengthens corporate governance.
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Within 9 months from the first financial year-end
Within 6 months from the financial year-end A penalty of upto Rs. 100,000/- and in case of continuing default, with a further fine upto Rs. 5,000/- for every day during which such default continues on the Company and every officer who is in default
Appointment/Resignation/Change in Designation of Director
Director changes in India require specific procedures to ensure transparency and smooth company operation. Any appointment, resignation, or designation change of a director must be filed with the Registrar of Companies (ROC) within 30 days. Additionally, for resignations, a specific notice period must be provided.
DIR-12
Within 30 days of appointment
Penalty of Rs. 50,000/- and in case of continuing offense, a further penalty which may extend to Rs. 500/- for each day during which such default continues on every Director.
Rs. 50,000/- and in case of continuing offense, a further penalty which may extend to Rs. 500/- for each day during which such default continues subject to a maximum of Rs. 300,000/- on Company.
Filing Special Resolutions (Board Report & Annual Accounts)
Special resolutions in India hold significant weight when it comes to company decisions. These require a higher approval threshold compared to regular resolutions, typically needing over 75% of voting members in agreement. . These documents detail the company’s performance, finances, and future direction, providing crucial information for shareholders to make informed decisions on matters like mergers, substantial asset sales, or changes to the company’s capital structure.
MGT-14
Within 30 days of AGM
A Penalty of Rs. 10,000/- and in case of continuing failure with a further penalty of Rs. 100/- for each day during which such failure continues subject to a maximum of Rs. 2,00,000/- on the Company.
Penalty of Rs. 10,000/- for each day during which such failure continues subject to a maximum of Rs. 50,000/- on every officer who is in default
5) Tax Compliances
Maintaining tax compliance is essential for private limited companies in India. This involves filing annual income tax returns that reflect the company’s profits and tax liabilities based on its income bracket. Additionally, companies act as tax collectors by deducting tax at source (TDS) on specific payments like salaries or rent, depositing it with the government. Throughout the year, advance tax installments are also expected based on estimated annual income. Finally, companies exceeding a certain turnover threshold undergo mandatory annual tax audits to ensure the accuracy of their financial records and tax calculations.
Compliance
Description
Forms
Deadline and Penalty
Advance Tax Calculation and Payment
To avoid a year-end tax crunch, private limited companies in India pre-pay a portion of their estimated annual tax liability through advance tax installments. Calculating your advance tax involves estimating your taxable income for the financial year (April 1st to March 31st) and applying the relevant tax rate.
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Quarterly
Missing these deadlines attracts a penalty of 1% monthly interest on the unpaid amount
Income Tax Returns
Private limited companies in India are required to file income tax returns every year, ensuring transparency and timely tax contributions. Filing income tax returns accurately reflects the company’s income and allows for proper tax assessment and payment.
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The deadline for filing these returns typically falls on September 30th of the assessment year (following the financial year ending March 31st)
Minimum penalty of Rs. 10,000 to a maximum of Rs. 1,00,000
Tax Audit (Only if Turnover exceeds Rs. 10 Crore)
This annual audit by a qualified professional ensures the company’s financial records and tax calculations are accurate. By undergoing a tax audit, companies not only fulfill their legal obligation but also gain valuable insights into their financial health and potential tax optimization strategies.
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Deadline 30th September Monetary penalties and may also involve delaying processing of the company’s tax return
GST filing (if applicable)
Private limited companies in India need to register for Goods and Services Tax (GST) if their annual turnover surpasses Rs. 40 lakh (for goods) or Rs. 20 lakh (for services) in a specific state (certain special category states have a Rs. 10 lakh threshold). Once registered, GST filing becomes mandatory.
Private limited companies in India act as tax collection agents for the government through Tax Deducted at Source (TDS) and Tax Collected at Source (TCS) on specific payments they make. This applies when the company makes payments like salaries, rent, or professional fees.Filing TDS/TCS returns becomes mandatory if the company deducts tax during the financial year. These filings detail the deducted tax information, including the payee’s details, the amount deducted, and the nature of the payment.
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The deadline for filing TDS/TCS returns depends on the quarter in which the tax was deducted:
1st Quarter (April-June): 15th of July
2nd Quarter (July-September): 15th of October
3rd Quarter (October-December): 15th of January
4th Quarter (January-March): 15th of May
6) Other Compliances
There are other compliances involved as per the nature of business you conduct which may apply to the list of compliances.
Compliance
Description
Forms
Deadline and Penalty
Delay in Payment to MSME Vendor
Avoiding delayed payments to MSME vendors is a crucial compliance concern for private limited companies in India. The MSMED Act mandates payment within 45 days of accepting goods or services (or 15 days if no written agreement exists). Failing to comply can result in hefty penalties, including compounded monthly interest on the outstanding amount. This not only impacts your company’s financial standing but also disrupts your supply chain and potentially damages your reputation with smaller vendors.
MSME-1
Half-yearly (April-Sep: Oct 1st; Oct-Mar: April 30th)
Penalty of Rs. 25,000/- and in case of continuing failure, with a further penalty of Rs. 1,000/- for each day during which such default continues subject to a maximum of Rs. 300,000/- on the Company and every officer in default.
No filing fee
Return of Deposits
For private limited companies in India that accept public deposits, complying with “Return of Deposits” regulations is crucial. An annual form, DPT-3, needs to be filed with the Registrar of Companies (ROC) by June 30th, detailing all deposit activity for the previous financial year. This includes amounts received, interest paid, and outstanding deposits, along with non-deposit transactions like loans. Filing the DPT-3 ensures transparency and responsible financial management for handling public funds.
DPT-3
Every year on or before 30th June Penalty of Rs. 5,000/- and in case of continuing failure, a further fine of Rs. 100/- for every day after the first day during which the default continues on the Company and every officer of the Company who is in default.
Active Company Tagging (Companies registered before Dec 31, 2017)
Private limited companies registered in India before December 31, 2017, need to be aware of a specific compliance requirement called “Active Company Tagging” (ACT). Introduced in 2019, this is a one-time process to verify the company’s registration details and registered office address.
The deadline to file the e-form (INC-22A) for ACT was April 25, 2019. However, companies that missed the deadline can still file it.
INC-22A
On or before 25th April 2019 (one-time filing) Penalty of Rs. 10,000
Significant Beneficial Owners (SBOs) – individuals with major control or influence.
SBOs are obliged to file a declaration with the Company on acquiring any significant beneficial ownership and on receipt of such declaration the Company shall file a return with the Registrar of Companies
This transparency strengthens corporate governance and deters malpractice, but failing to comply can result in penalties for both the SBO and the company.
BEN-1 & BEN-2
BEN-1: To be filed with the Company within 30 days of acquiring any significant beneficial ownership or any change therein
BEN-2: To be filed with the Registrar of Companies (ROC) Within 30 days from the date of receipt of declaration by SBO in form BEN-1
A penalty of Rs. 50,000/- and in case of continuing failure, then with a further penalty of Rs. 1,000/- for each day during which such failure continues, subject to a maximum of Rs. 200,000/- on the person failing to make a declaration.
A Penalty of Rs. 100,000/- and in case of continuing failure, then with a further penalty of Rs. 500/- for each day during which such failure continues, subject to a maximum of Rs. 500,000/- on the Company and a penalty of Rs. 200/- for each day, in case of continuing failure subject to a maximum of Rs. 100,000/- on the officer who is in default.
Appointment of Company Secretary (if applicable)
Mandatory Appointment: Companies with a paid-up capital of Rs. 10 crore or more (listed or public).Every Private Limited Companies having paid up share capital of Rs. 10 crore or more must appoint a whole-time company secretary.
Board Meeting: Convene a board meeting and pass a resolution appointing a qualified company secretary.
File the requisites form electronically with the Registrar of Companies (ROC) within 30 days of the appointment.
Compliance Benefits: A company secretary plays a crucial role in ensuring good corporate governance, legal compliance, and smooth functioning. They handle tasks like managing board meetings, maintaining statutory records, and filing various legal documents.
DIR-12
Within 30 days of appointment of Company Secretary.
Failure in appointment of a Company Secretary shall make the Company liable to a penalty of Rs. 500,000/- and every director and KMP who is in default shall be liable to a penalty of Rs. 50,000/- and in case of a continuing default, with a further penalty of Rs. 1,000/- for each day during which such default continues but not exceeding Rs. 500,000/-
Maintaining Employee related Compliances like ESI, PF
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Annual
Annual Compliance Checklist for a Private Limited Company
Below is a summarized Checklist for Annual Compliances of a Private Limited Company (PLC)
Filing MSME Form 1 (Due by 30th April for the half year October to March and Due by 31st October for the half year April to September)
Filing Return of Deposits (DPT-3) (Due by 30th June of every year)
Holding Annual General Meeting (AGM) (Typically within 6 months of financial year-end)
Filing Annual Financial Statements (AOC-4) (Due within 30 days of AGM)
Filing Annual Return (MGT-7) (Due within 60 days of AGM)
Holding Board Meetings during a Financial Year (At Least 4 meetings in a calendar year with a gap of not more than 120 days between 2 meetings)
Filing Income Tax Return (ITR) (Due by September 30th as specified by Income Tax Department)
Filing Tax Audit Report (if applicable) (Due within specified time frame after tax audit is conducted)
Payment of Advance Tax (Quarterly throughout the financial year)
Filing GST Returns (if applicable) (Frequency depends on turnover – monthly, quarterly, or annually)
Filing TDS/TCS Returns (if applicable) (Quarterly with the Income Tax Department)
Renewal of Licenses and Permits
Employee-related compliances (ESI & PF) (For companies with employees)
Annual ROC Filings
Every year, private limited companies in India must file their annual accounts and returns with the Registrar of Companies (ROC). These documents disclose important details about the company, including its shareholders and directors.
Here’s a breakdown of the key forms involved:
Form MGT-7 (Annual Return): This form details information about the company’s shareholders, directors, and other relevant details. It needs to be filed within 60 days of holding the annual general meeting (AGM).
Form AOC-4 (Financial Statements): This form includes the company’s balance sheet, profit and loss account, and a director’s report. It needs to be filed with the ROC within 30 days of the AGM.
Annual General Meeting (AGM)
Private limited companies are required to hold an AGM at least once a year, within six months of the financial year’s closing. This meeting provides a platform for shareholders to:
Approve financial statements: Shareholders vote on the company’s financial performance as presented in the annual accounts.
Declare dividends: Dividends are a portion of the company’s profits distributed to shareholders. The AGM allows shareholders to vote on whether or not to declare dividends.
Appoint or reappoint auditors: Independent auditors review the company’s financial statements and provide an objective opinion. The AGM allows shareholders to vote on the appointment or reappointment of auditors.
Approve director compensation: Shareholders vote on the remuneration package for the company’s directors.
By law, the AGM must be held during business hours on a non-public holiday, either at the company’s registered office or within the city, town, or village where the office is located.
Board Meetings
Every private limited company must hold its first board meeting within 30 days of incorporation. Subsequently, board meetings should be held at least four times a year, with a gap of no more than three months between each meeting.
A minimum of two directors, or one-third of the total number of directors (whichever is higher), must be present at each board meeting. Discussions and decisions made during these meetings are documented in minutes, which are then stored for future reference at the company’s registered office.
Companies must also provide a seven-day notice to all directors regarding the date and purpose of each board meeting.
Event-Based Compliances for Private Limited Companies in India
In addition to annual filings, private limited companies in India must comply with various regulations triggered by specific events within the company. Here’s a breakdown of some key examples:
Changes in Capital: Any increase or decrease in the company’s authorized capital or paid-up capital requires specific filings with the Registrar of Companies (ROC).
Share Transactions: Issuing new shares, transferring existing shares, or any change in shareholding triggers compliance procedures.
Loans and Advances: Granting loans to other companies or directors necessitates filing specific forms with the ROC.
Directorial Changes: Appointment, resignation, or remuneration changes for managing directors or whole-time directors require timely filings.
Banking Activities: Opening a new bank account, closing an existing one, or modifying signatories on a bank account all have specific compliance procedures.
Creation, Modification or Satisfaction of Charges: Creation or modification or satisfaction of any charge on the property of the Company requires specific filings with the Registrar of Companies (ROC).
Auditors: Appointing new statutory auditors or any changes in the existing auditor team require adherence to regulations and filings with the ROC.
Documents required for Online Private Limited Company(PLC) Compliance
Here are some essential documents required for online Private Limited Company (PLC) compliance in India:
Director’s Identity and Address Proof: Passport or PAN Card copy for Indian Nationals and apostille/notarized Passport copy for Foreign Nationals (all self-attested)
Director’s DIN (Director Identification Number)
PAN Card of the Company
Subscription Details and Share Allotment Proof
Memorandum of Association (MOA)
Articles of Association (AOA)
Digital Signature Certificate (DSC) of Directors
Proof of Registered Office Address (Rent Agreement, No Objection Certificate from Landlord)
Form MGT-7 (Annual Return) (within 60 days of holding the AGM)
Form AOC-4 (Financial Statements) (within 30 days of holding the AGM) – includes Balance Sheet, Profit & Loss Account, and Director’s Report
Changes in shareholding or capital structure
Appointment or removal of directors or auditors
Loans or advances given to other companies or directors
Opening or closing of bank accounts or changes in signatories
Income Tax Return Documents (as per specific requirements)
