A Private Company is a legal institute enjoying a separate personality which requires controlling its active status through the regular filing with MCA. For every business, it is compulsory to file an annual return and audited financial reports with MCA for every fiscal year. The RoC filing is necessary irrespective of the turnover, whether it is zero or in crore. Whether a single business is undertaken or none, annual compliances for private limited are compulsory for every certified company.
Both the forms are applied to report the activities and financial date for concerned Financial Year. The due terms for annual filing of a company are based on the time of the Annual General Meeting. The perpetual failure may lead to the elimination of the company’s name from RoC’s register, including incompetence of directors. Also, it has been noticed that MCA has actively taken bold measures for dealing with any such failures. The compliances relevant to the company could be segregated into two sections Mandatory Compliances and Event-Based Compliances.
We have developed some of the mandatory agreements that a private Limited company must ensure:
Every director at:
Even based compliances are those who get triggered upon following of certain events like change in directors, change of registered office, change in approved share capital etc. Hence, it is essential that the happening of such events get tracked, and docility met with on time to avoid penalties or additional fees. Some of the Event-based agreements are mentioned below, along with the time limit:
| Actions | Form No. | Phase Limit |
|---|---|---|
| Change in registered office | INC-22 | Within fifteen days from the date of such change |
| Change in Directors or KMP | DIR-12 | Within 30 Days of such change |
| Increase in Authorized Share capital | SH-7 | Within 30 days of passing Ordinary Resolution |
| Filing of resolution and agreements | MGT-14 | Within 30 days from date of passing resolution |
| Increase in Paid up share capital (Issue of security) | PAS-3 | Within fifteen days from the date of the allotment |
| Change in secured borrowing (Creation, modification and satisfaction of charge) | CHG-1 | All types of Charges within 30 days of its creation |
| Application for KYC of Directors | DIR-3 KYC | On or before 30th April of immediate next Financial Year (Annual Compliance) |
| ACTIVE (Active Company Tagging Identities and Verification) | INC-22A | On or before 25th April 2019 (Applicable to all companies registered before 31st December 2017) |
| Declaration of Commencement of Business | INC-20A | Within a period of 180 days of the date of incorporation of the company. (Applicable to companies incorporated after 2nd November, 2018.) |
| Essentials | Form No. | Phase Limit |
|---|---|---|
| Change in registered office | INC-22 | Within fifteen days from the date of such change |
| Increase in Authorized Share capital | SH-7 | Within 30 days of passing OR |
| Increase in Paid up share capital (Issue of security) | PAS-3 | Within fifteen days from the date of the allotment |
| Change in registered office | INC-22 | Within fifteen days from the date of such change |
| Change in secured borrowing (Creation, modification and satisfaction of charge) | CHG-1 | All types of Charges within 30 days of its creation |
| Change of name of company | INC-24 | Within 60 days from the date of applying reservation of name in INC-1 |
| Conversion of company | INC-27 | - |
| Filing of resolution and agreements | MGT-14 | Within 30 days from date of passing resolution |
| Removal of Auditor before Expiry | ADT-2 | Within 30 days from date of passing SR |
| Application for KYC of Directors | DIR-3 KYC | On or before 30th April of immediate next Financial Year (Annual Compliance) |
| Report for Disqualification of the Director | DIR-9 | To be filed by company within 30 days of such disqualification |
If a company declines to follow any of the administrative compliances, then the Company and every officer who is in arrears shall be guilty with a fine for the period for which default remains. Hence the penalties will keep on escalating as the period of non-compliance increases.
A startup working as a private limited company has to follow characters of compliance as laid down by different statutes and other administrative bodies. These include but are not restricted only to the periodic filing of tax and other returns, accommodating the board and other meetings, maintaining sanctioned books and accounts etc.
A Private Company is a legal institute enjoying a separate personality which requires controlling its active status through the regular filing with MCA. For every business, it is compulsory to file an annual return and audited financial reports with MCA for every fiscal year. The RoC filing is necessary irrespective of the turnover, whether it is zero or in crore. Whether a single business is undertaken or none, annual compliances for private limited are compulsory for every certified company.
Both the forms are applied to report the activities and financial date for concerned Financial Year. The due terms for annual filing of a company are based on the time of the Annual General Meeting. The perpetual failure may lead to the elimination of the company’s name from RoC’s register, including incompetence of directors. Also, it has been noticed that MCA has actively taken bold measures for dealing with any such failures. The compliances relevant to the company could be segregated into two sections Mandatory Compliances and Event-Based Compliances.
All the companies pertaining to the Private limited category are expected to have sanctioned records maintained update for the following members, charges, loans and investments.
Yes. RoC compliance for 'Private Limited Companies' is mandatory for every certified company. Irrespective of the entire turnover or the capital amount, the company should comply with the annual compliance mandates. The 'annual compliance' is due after the AGM of the company every it's an initial fiscal year.
From July 2018, companies missing to follow the statutory compliance for Private Limited has been charged ₹100 for 'each day' of a delay till the exact date of filing. For constant non-compliance/failure, penalty apart from the additional Government fee can be levied on both – company and directors, including the imprisonment.
Every Private Company whose paid-up capital is less than five croresneed to get their annual return signed by Company Secretary in Practice.
Audited financial statements are mandatory for each and every company after its incorporation. The company must file the audited financial/administrative records only. Also, non-audit of the financial statement is not an excuse to delay the annual filing.
A company can opt to designate a statutory auditor either for five consecutive years or till the ending of next AGM. Nevertheless, a designation of the statutory Auditor cannot be taken as a part of 'annual compliance'.
It is mandatory as per the Latest Companies Act to submit the signed Director Report for each and every fiscal year with MCA by filing an annual return of the company. The Director Report is taken as an attachment for the form 'MGT-7'.
The main clauses of Memorandum of Association are Name clause, Liability Clause, Registered Office clause, Capital clause, Object clause.
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