A Private Limited Company is one of the most popular corporate structures for businesses aiming for growth and expansion. To maintain its active status, a Private Limited Company must adhere to various compliances mandated by the Registrar of Companies (ROC) under the Companies Act, 2013. Non-compliance can lead to penalties and, in severe cases, the removal of the company’s name from the ROC register. This blog outlines all the essential ROC compliances for a Private Limited Company.
ROC compliance can be broadly classified into two categories:
Mandatory ROC Annual Compliance
Event-Based ROC Compliance
These are the compliances that every Private Limited Company must follow every year, regardless of its turnover or activity status.
The first Board Meeting must be held within 30 days of incorporation.
A minimum of two Board Meetings must be held each year, with a gap of not more than 120 days between two meetings.
Directors must be informed at least seven days before the meeting.
The first AGM must be held within nine months from the end of the financial year.
Subsequent AGMs must be held within six months from the end of the financial year.
A maximum gap of 15 months is allowed between two AGMs.
Form AOC-4 for financial statements must be filed within 30 days of the AGM.
Form MGT-7 for annual return must be filed within 60 days of the AGM.
Directors must submit Form MBP-1 at the first Board Meeting of each financial year.
The company must maintain statutory registers like the Register of Members, Directors, and Charges.
Directors must hold a valid DIN and complete KYC (Form DIR-3 KYC) annually.
Form INC-20A must be filed within 180 days of incorporation for obtaining the certificate of commencement of business.
These compliances are triggered by specific events in the company, such as:
Form DIR-12 must be filed within 30 days of any change in directorship.
Form SH-7 must be filed for changes in authorized share capital.
Form INC-22 must be filed for any change in the registered office of the company.
Form PAS-3 must be filed within 15 days of share allotment.
Form CHG-1 must be filed within 30 days of creating or modifying any charge on company assets.
Form ADT-1 must be filed for the appointment of an auditor within 15 days.
Failure to comply with ROC requirements can lead to:
Monetary penalties.
Disqualification of directors.
Striking off the company’s name from the ROC register.
Adhering to ROC compliances is crucial for maintaining the legal status of a Private Limited Company. Regular monitoring and timely filing of required forms can prevent penalties and ensure smooth business operations. It is advisable to seek expert assistance for managing ROC compliances efficiently.
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