Compliance for Companies

A company registered in India is required to comply with the various annual legal company compliance laid down by the Companies Act, 2013. Since a majority of startups are registered as companies, annual compliance for Private Limited Company becomes the most asked issue faced by growing businesses. 

Major compliance for Private Limited companies is as follows

1. KYC of Directors – Form DIR – 3 KYC and Web KYC of all Directors. KYC of Directors requires verification of email OTP and mobile OTP both at a time. OTP expires within 10 minutes. If email or mobile number of Director is changed filing of DIR-3 KYC is required. For change in other details of Director such as address form DIR-6 is required to be filed. On or before 30th September every year for all the directors of the Company. 

2. Return of Deposit: Form DPT-3 Return of deposits that companies must file to furnish information about deposits and/or outstanding receipt of loan or money other than deposits. Mandatory Auditor certificate : – if the Form is filed “return of Deposits” or “return of Deposits as well as Exempted Deposits Every year on or before 30th June in respect of return of Deposit. 

3. Circulation of Financial Statement & other relevant Documents Company will send to the members of the Company approved Financial Statement, Directors’ Report and Auditors’ Report at least 21 clear days before the Annual General Meeting. Company shall send to the Members of the Company approved Financial Statement, Directors’ Report and Auditors’ Report at least 21 clear days before the date of AGM. Directors’ Report shall be prepared by mentioning all the information required for Company under Section 134 read with relevant rules and relevant provisions of other Act. It should be signed by the “Chairperson” authorized by the Board, where he is not so authorized by at least 2 Directors one of them MD if there is any. Company shall send to the Members of the Company approved Financial Statement, Directors’ Report and Auditors’ Report at least 21 clear days before the date of AGM. Notice of AGM. Include following agenda where shareholders’ approval are required; appointment of Auditors, (if term expires) Directors (if appointed during the year/ Rotation of Director). ETC as and when required event based. MD and WTD require to be re-appointed after expiry of every five years by the Shareholders. 

4. Financial Statement: Form AOC-4 Company is required to file its Balance Sheet along with Statement of Profit and Loss Account, Cash flow statement, Directors’ Report and Auditors’ Report in this form within 30 days of holding of Annual General Meeting. Criteria for XBRL Filling If paid up capital is more than Rs. 5.00 Cr. or Turnover is more than Rs. 100.00 Cr. Due date – Filing within 30 days of AGM. Due date of AGM : 30/09/2021 

5. Annual Return – Form MGT-7 Annual Return will be for the period 1st April to 31st March. Annual Return requires all dates of Board Meetings and names of Directors present in the meetings. Also requires names of Directors who remained present in AGM. This is to be supported by signing attendance. Transfer of shares, if any, to be reported requires supporting of executed transfer form with proper stamp duty payment and Board resolution for approval of transfer of shares. If Company has website Annual Return (MGT-9) requires to be placed on website of the Company. Penalty – Rs. 100/- per day from date of failure of return Last date – filing within 60 days of AGM Last date of AGM 30/09/2021 Report from Practicing Company Secretary – Form MGT-8 – Private Company having :- paid up share capital of 10 Crore or more or turnover of Rs. 50 crore or more Shall be certified by a Company Secretary in Practice. 

6. Certificate MGT – 8 With UDIN number. Back dating is not possible. 

7. Appointment/Resignation/Change in Designation – Form DIR-12 of Director if there is change in designation of Director at the AGM or Appointment or Resignation of Director. Regularization of Additional Director If company wants to appoint additional director as director, then it shall regularize the person as director in General Meeting by passing Shareholder Resolution. File form DIR-12 for Change in Designation of Director along with ordinary resolution within 30 days of AGM. Due date of filing – within 30 days of meeting 

8. Appointment of Auditor – Form ADT-1 Form ADT- 1 is filed by every company to intimate the Registrar Of Companies about the appointment of an auditor after the conclusion of its Annual General Meeting (AGM) under fourth proviso to sub-section (1) of section 139 of The Companies Act, 2013. Auditor will be appointed for 5 (Five) years and form ADT-1 will be filed for 5-year appointment After that every year in AGM, Shareholder will ratify the Auditor but there is no need to file ADT-1. Form ADT -3 Resignation by Auditor Due date within 15 days of Auditor appointment 

9. Declaration of Commencement of Business – INC 20A - Every company required to file form 20A shall file the same within 180 days of its incorporation.