Annual Compliance Calendar for Private Limited Companies

A Complete Guide on Annual Compliance Calendar with StartupsFiling

No matter the type of business—Private Limited, Public Limited, Listed, Small, Section-8, or One Person Company (OPC)—the Companies Act’s implementation in 2014 significantly increased each company’s obligations with regard to compliance. The MCA and SEBI often issue new circulars and notifications aimed at enhancing transparency in reporting. Within the given deadlines, businesses must comply with all necessary compliances. Serious fines are frequently imposed on businesses that violate the law. Monitoring compliance with applicable provisions of the Companies Act, 2013 or SEBI, as applicable, is a good practice.

Package Inclusion

• Income Tax Compliances
• Compliance Calendar Management
• Customised Compliance Report
• Dedicated Compliance Advisor
• Document Management
• In-step Process Consultation

What are compliances?

All company structures that are registered in India, including Limited Liability Partnerships, Private Limited Companies, Public Limited Companies, and One Person Companies, are obligated to file certain documents with the Respective authority annually. The LLP Act 2008 and the Firms Act of 2013 mandate that all Indian-registered firms and LLPs adhere to the ROC Annual Filing requirement. Annual ROC filing is required, as well as submission during certain circumstances. 

These ranges of compliances vary a bit for the Private Limited Company. A listed firm must furthermore comply with the following requirements on a quarterly, half-yearly, and event-based basis in addition to the compliances specified under the given statutes:

(a) SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015
(b) SEBI (Depositories and Participants) Regulations 2018
(c) SEBI (Substantial Acquisition of Shares and Takeovers) Regulations 2011
(d) SEBI (Prohibition of Insider Trading) Regulations 2015

Types of Annual Compliances for a Private Limited Company

There are different forms of compliances for private limited companies, such as-

1. Commencement of Business: It is essential for companies incorporated after November 2019 in India to obtain a commencement of business certificate within 180 days of their incorporation, provided they have a share capital. If this is not done, there will be a penalty of Rs. 5,00000 for the firm and Rs. 1.000 for each day that the directors are in default.
2. Auditor Appointment: ADT-1: Within 30 days of their incorporation, all Indian registered firms are required to engage a statutory auditor. If the corporation does not designate someone, they will be subject to a 300 rupee monthly penalty in addition to being prohibited from operating their business.
3. Board Meeting: A board meeting must be held by a private limited company within 30 days of its incorporation. The following topics need to be covered in the discussion: creating a bank account to deposit the share capital that shareholders have given. Share certificates are issued using Form SH-1, which is signed by the company secretary and a director.
4. Registration under different laws: There is an obligation to obtain registration and licences for the private limited company under different laws such as GST Registration, Import Export Code, MSME Registration, FSSAI Registration, Trademark Registration, Start-up India Registration, ISO Certification, etc.
5.  Categories-based compliances: There are different types of compliances that can be categorised on the basis of time, events, and specific criteria. These compliances include compliance that should be carried out in collateral to a specific event, such as the filing of E-form INC-22 upon the company’s relocation of its registered office. Additionally, Compliances such as filing E-forms AOC-4 and MGT-7 on an annual, half-yearly, or quarterly basis are also to be taken into consideration. At last, there are certain compliances that are dependent on paid-up share capital, turnover, or any other particular need, such as the appointment of a company secretary, the filing of E-Form AOC-4 (XBRL), etc.

Consequences of non-compliance

There are different forms of consequences an individual faces in event of non compliance of the obligations of the private limited company. Few of such consequences are

• Four times of the normal fees in case of failing in appointment of auditor, if the filing has been done within 90 days but after 60 days.
• Two times of the normal fees in case of failing in appointment of auditor, if the filing has been done within 60 days but after 30 days.
• Penalty of Rs 5000 in the event of failing to update the Director KYC [DIR-3 KYC]
• Penalty of Rs 100 per form per day in the event of failing to file Annual Compliances [AOC-4 and MGT-7].

Calendar for  Annual Compliances of Private Limited Companies in India

The compliances for the private limited company in an annual span are listed down in the table below:

Triggering Provision	Detailed Provision	Statutory Timeline	Due Date	Required Form	Reporting Authority
Section 10 A	Declaration of commencement of business	Within 180 Days from the date of incorporation.	Within 180 Days from the date of incorporation.	INC- 20A	ROC
Section 89 (6)	Intimation of declaration received under Section 89	Within 30 days from the date of receipt of declaration by the company	Within 30 days from the date of receipt of declaration by the company	MGT-6	ROC
Section 90 (4)	Return of the significant beneficial owner	Within 30 days from the receipt of declaration by the company	Within 30 days from the receipt of declaration by the company	BEN- 2	ROC
Rule 12A of Companies (Appointment and Qualification of Directors) Rules 2014	Directors’ KYC by every Individual  who holds a DIN	Within 6 months from end of the financial year	30th September	DIR – 3 KYC	ROC
Section 139	Notice to the Registrar by the company for appointment of auditor	Within 15 days of appointment of an auditor	Within 15 days of appointment of an auditor	ADT – 1	ROC
Section 139(6)	Appointment of First Statutory Auditor	Appoint within 30 days from the incorporation date	Within 30 days from the incorporation date	NA	NA
Section 140	Notice of resignation by the auditor	Within 30 days from the date of the resignation.	Within 30 days from the date of the resignation.	ADT – 3	ROC
Section 117 (except clause g)1	Filing  of  Resolutions and agreements to the Registrar	Within 30 days of the passing of resolution/entering into agreement	Within 30 days of the passing of resolution/entering into agreement	MGT – 14	ROC
Section 12	Intimation of Change in the Registered Office	Within 30 days of the change of the address	Within 30 days of the change of the address	INC-22	ROC
Order dated 22 January, 2019 issued under Section 405	Return in respect of outstanding payments to Micro or Small Enterprise	Within 1 month from the conclusion of each half year.	31st October (For April-Sep)30th April (For Oct-Mar)	E-Form MSME-1	ROC
Rule 5 (8) of IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016	Statement of unclaimed and unpaid amounts as specified in section 125.	Within a period of 60 days after the holding of AGM	Within a period of 60 days after the holding of AGM	IEPF -2	IEPFA
Rule 16 of Companies (Acceptance of Deposits) Rules, 2014	Return of deposit or particulars of transaction not considered as deposit or both	On or before 30th  June  of every year	30th June	DPT-3	ROC
Section 137	Filing of annual accounts	30 days from the date of AGM.	Within 30 days from the date of AGM	Form AOC-4/AOC-4 CFS/AOC-4 XBRL	ROC
Section 92	Filing of annual return	To be filed within 60 days from the conclusion of AGM.	Within 60 days from the date of AGM	E – Form MGT – 7	ROC
Section 1842	Disclosure of Interest by Director.	In the First Board Meeting of the Financial Year  and whenever there is a change in the disclosures already made.	1st Board Meeting of the Financial Year and whenever there is change the disclosures already made	MBP-1	NA, as the Director concerned is required to disclose this to the Company.

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