Every company is incorporated and formed under Companies Act 2013 (as amended from time to time). There are many compliance under Companies Act. This blog provides you the over view of compliances which every private company has to comply in order to run its operations. These are the compliances which are mandatory, pervasive and annually to be performed by a company.
To be very clear, these are not the
only compliances or formalities a private limited company has to perform. There are many
compliances, some are one time; some are operations specific and some are
eligibility oriented. For example, every company as per Section 12 (2) of the
Act read with Rule 25 of Companies (Incorporation) Rules, has to file/furnish
Form No. INC 22 with the Registrar within 30 days of its incorporation, this is
a onetime compliance (if the address mentioned in the company incorporation application is different).
Fairly advising for accomplishment of Company
Law Compliances is to have an annual engagement or contract for Compliances with
a CS (Company Secretary) or CA (Chartered Accountant) firm, as it will be a
full assurance. Let’s move ahead with
the summarized overview.
1)
Director KYC
As per Rule 12A of Companies (Appointment and
Qualification of Directors) Rules, Every DIN holder has to file DIR-3-KYC on or
before 30th September of the immediate next financial year. So a
company must ensure that its Directors KYC is done.
2)
Board Meeting
Every company has to have 4 (four) board meeting
in a year. There should be 120 days between 2 (two) board meeting.
In case of start-up Company, if there is one
(1) board meeting in each half year and gap between 2 (two) meeting is 90
(ninety) days then it will be considered as compliance of the above.
- Notice – Notice for calling meeting must be given 7 (seven) days before board meeting.
- Quorum - Members to be present in board meeting to validate the meeting. Must be 1/3 of the strength of board or 2 directors, whichever is higher.
- Minutes of Meeting – Recording of proceeding and discussion of board meeting.
- First board meeting – it should be held within 30 days of incorporation.
3)
Auditor’s Appointment
Every company has to appoint within 30
days of incorporation the auditor of the company.
- Qualification – A CA (Chartered Accountant) or CA Firm in practice, can only be appointed as auditor of the company.
- No Disqualification – Auditor should not be disqualified as per Sec. 141 of the act
- Notice – Notice for appointment of Auditor is to be given to Registrar in Form ADT-1 within 15 days of meeting in which appointed.
- Appointment – First appointed shall hold office till the conclusion of 6th AGM. Appointment shall be subject to ratification in every AGM till the 6th AGM.
- Reappointment or rotation – allowed as per rules applicable.
- Written Consent & Certificate – Written Consent for appointment as an auditor and Certificate as per requirement should be received from the prospective auditor.
4)
Annual General Meeting (AGM)
Every company including a private limited
company has to mandatory conduct a AGM every year.
- Notice – Notice for calling meeting must be given 21 (Twenty) days clear before the AGM.
- Quorum – 2 Member to be personally present in the AGM.
- Minutes of AGM – Recording of proceeding and discussion of the meeting.
- First AGM – it should be held within 9 (Nine) months from closing of Financial Year (F.Y).
- Subsequent AGM – Subsequent AGM must not be held later than 6 months from the date of closing of F.Y.
- Gap between – the gap between 2 AGM cannot be more than 15 months.
5)
Filing of Financial Statements with ROC
As per Sec. 137, every company including a
private limited company has to file its financial statement with the Registrar
of Companies (ROC) along with Form prescribed.
- Form – Filing of Form AOC -4 with the Registrar of Companies (ROC).
- Last date – It should be filed within 30 days from the date on which the AGM held.
- Fine – In case of non-compliance punishable with fine.
6)
Annual Return
As per Sec. 92, every company including a
private limited company has to mandatory file Annual return for every financial
year.
- Form – Annual return is to be filled in MGT 7.
- Last date – It should be filed within 60 days from the date on which annual meeting is held.
- Singed by – A director and CS (Company Secretary). If no CS in the company then by a PCS (Practicing Company Secretary). One person company, small company and start-ups can get there returns signed by director only if no CS
- Fine – In case of non-compliance punishable with fine.
Friends
saying clearly this is just an overview, each compliance mentioned above is
huge in it. The aim of this blog is to make to aware with the basic compliances
so you can understand them better. A profession CA or CS can perform it with expertise.
Disclaimer :
The above blog is purely for
educational and guidance purpose. It's just the reflection of the
author's personal experience and judgment. The author has just provided the
general information & understanding and its not at all an alternative of
any legal advice or practitioner. It has no
connection with the websites mentioned in its contents. The content stated in
the blog should be used by the reader at his own discretion and sole
responsibility. The content of the blog can be only used for any other
document, write-up, article, blog and any written or printed material whether
on paper or digitally in any form, with the prior permission of the
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