Private Ltd. company is required to follow mandatory compliance including Annual Return filing, Director's report, KYC, conducting board meetings, Maintenance of Statutory Register etc.
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AOC-4 & MGT-7
ROC Filing - Annual
Private Limited Company is required to follow mandatory compliance. The compliance falls due on different due dates and are complex in nature. Failing to meet them on time may result in heavy penalties and disqualify director for prescribed period.
Every company has to maintain a public record which consisting of company's information to be provided in form of Annual returns of the company.
Annual Filing - Detailed Process
Mandatory compliance for the Private Limited Company
Facilitating Board Meeting:
The first meeting has to be conducted within 30 days of incorporating a business after which four meetings shall be held every quarter in a calendar year. There should not be more than 120 days of gap between two consecutive meetings.
Preparation of Minutes of Meeting:
Every company needs to file its minutes of the meeting and it shall be preserved permanently to add value in case of any dispute. The Minutes Register will be maintained at the Registered Office.
Issuance of Share Certificates:
The company is required to issue share certificate to the subscribers of memorandum within 60 days of incorporation.
Filing of Disclosure of Director’s Interest and Declaration of Disqualification:
In the first Board Meeting, all the Directors are required to give disclosure about their interest in other business entity.
Declaration of Commencement of Business:
Form INC 20A mandatorily needs to be filed within 180 days from incorporation.
Facilitation of Annual General Meeting:
A company shall conduct at least one AGM each year. The first Annual General Meeting shall be held within nine months from the closing of the first financial year of the company. In other cases, it shall be within six months from the closing of the financial year.
Every company has to hold a minimum of four meetings of its board of Directors, that is, at least one board meeting every quarter of the calendar year.
1. PAN, Certificate of Incorporation, MoA & AoA
2. List of Shareholders with Shareholding Pattern
3. Details of Board Composition
4. Board Resolution, DSC
Relevant Year Documents
1. Income Tax return
2. Statutory Audit Report
3. Financial Statements
4. Particulars of penalties or offences
1. What are the documents to be filed with the ROC every year?
Balance sheet and Annual Returns have to be filed once a year. In addition, companies have to file Form 3 if there is Return of Allotment, Form No INC-22. If there is a change in the Registered Office; Form No DIR-12 for Change of Directors; etc.
2. What are the Annual return forms and their due dates for private limited companies other than One Person Companies?
Form MGT 7 is used to file Annual Return. The due date is 60 days from conclusion of Annual General Meeting(AGM).
Form AOC 4 is used to file Annual Accounts. The due date is 30 days from end of Financial Year(FY)
3. I am sole director of a One Person Company.What are the applicable Annual return forms and their due dates?
Form MGT 7 is used to file Annual Return. The due date is May 30.
Form AOC 4 is used to file Annual Accounts. The due date is 180 days from end of Financial Year(FY)
4. What are the consequences if a company has failed to file the Financial Statements?
Pursuant to Section 134 of the Companies Act 2013 and Rules made thereunder, the company shall be punishable with a fine between Rs. 50,000 and Rs. 25,00,000/- and every officer of the company who is in default shall be punishable with imprisonment for a term which may extend to 3 years or with fine of minimum Rs. 50,000 and maximum Rs. 5,00,000/- or with both.
5. What are the consequences of not filing the forms?
If the LLP annual return form is not filed within due date, then a penalty of Rs.100 per day is applicable until the default continues. There is no limit on the maximum penalty amount and hence the amount increases over time.
In case of company, the penalty amount depends upon the nominal share capital and period of delay.
6. Do I need to get digital signature for filing ROC returns?
The annual return form has to be signed with the digital signature of the director or the company secretary in practice (as the case may be).
7. Will there be any additional charges during ROC filing?
Yes, the plan covers only the professional & ROC filing fees (excluding fee for SH-7) from AccounString Management. Apart from this, there is stamp duty payable. Stamp duty charges are imposed by state in which the registered office is proposed to be located. The charges will be based on the nature of MCA form. In some states the amount varies according to the authorised capital of the company. These charges are not part of the plan’s price.
8. What other returns are to be filed with MCA?
Other returns include: *ADT 1 -for appointment of auditor *CRA 4 - for Cost Audit Report (if applicable) Following events also require filing with MCA:
Change in name
Change in registered office
Change in board composition(e.g. appointment of director)
Alteration of share capital
For creation/modification/satisfaction of charge
The same plan can be bought as per the requirement. Our experts shall guide you on the compliance requirement.
9. If there are any changes made after filing the Disclosures of interest of Directors, should the filings be made again?
Whenever a change occurs in the interest of Directors, the same has to be disclosed at the first Board Meeting held As per section 184, whenever any change occurs in the interest of Directors, disclosure of the same is required to be made at the first Board Meeting held after such change.
10. Is there any alternative if the Director is unavailable to attend the meeting?
A Director has to be physically present to attend at least one Board meeting of the company. In absence of the original director, an alternate director may be appointed to attend the meeting. If a director absents himself from all the Board Meetings of the Company, he has to be vacated from the Office of Directorship of the company.