Compliances

This article explains Compliance Requirement related to E-Form INC-20A, Holding Board Meetings, Appointment of Auditor, Statutory Audit of Accounts, Statutory registers requirement, Filing of Annual Return (Form MGT-7), Filing of Financial Statements (E-Form Form AOC-4), Holding Annual General Meeting, Preparation of Directors’ Report, E-Form INC-22A Active compliance, DIR-3 KYC, E-Form DPT-3, E-Form BEN-2 and E-Form MSME.

Compliance Requirement Description and Timeline
1. E-Form INC-20A As per Section 10A(1)(a) companies Act,2013 and Rule 23A of the Companies (Incorporation) Rules, 2014.

Every company incorporated on or after 02.11.2018, and having a share capital shall not commence any business or exercise any borrowing powers unless—

(a) a declaration is filed by a director within a period of one hundred and eighty days of the date of incorporation of the company in E-Form INC-20A with the Registrar of Companies “that every subscriber to the memorandum has paid the value of the shares agreed to be taken by him on the date of making of such declaration”

2. Holding Board Meetings As per section 173 of companies Act-2013 All the Companies are required to hold at least 4 meetings in a financial year in such a manner that not more than 120 days shall intervene between 2 consecutive meetings of the Board.
3. Appointment of Auditor As per section 139 of companies Act-2013 the Auditor will be appointed for the 5 (Five) years and form ADT-1 will be filed for 5-year appointment. The first Auditor will be appointed within 30 days from the date of incorporation of the Company. E-form ADT-1 for intimation for appointment of Auditor has to file with ROC within in 15 days from the date of appointment.
4. Statutory Audit of Accounts Every Company shall prepare its Accounts and get the same audited by a Chartered Accountant at the end of the Financial Year compulsorily. The Auditor shall provide an Audit Report and the Audited Financial Statements for the purpose of filing it with the Registrar.
5. Statutory registers requirement Every Private Limited Company is required to maintain following Statutory registers :-

1. Register of members as per Section 88(Form MGT-1)

2. Books containing minutes of general meeting, Board, Committees of Directors as per Section 118

3. Register of charges as per Section 85 (Form CHG-7)

4. Register of directors and KMP as per Section 170

5. Register of loan and guarantee per Section186(9)(Form MBP 2)

6. Register of deposits as per Section 73

6. Filing of Annual Return (Form MGT-7) As per section 92 of companies Act-2013 Every Private Limited Company is required to file its Annual Return within 60 days of holding of Annual General Meeting.

Annual Return will be for the related financial year Penalty for non-compliance:- company and its every officer who is in default shall be liable to a penalty of fifty thousand rupees and in case of continuing failure, with further penalty of one hundred rupees for each day during which such failure continues, subject to a maximum of five lakh rupees

7. Filing of Financial Statements (E-Form Form AOC-4) As per section 137 of companies Act-2013 Every Private Limited Company is required to file its Balance Sheet along with statement of Profit and Loss Account and Director Report in this form within 30 days of holding of Annual General Meeting. Penalty for non-compliance:- one thousand rupees for every day during which the failure continues but which shall not be more than ten lakh rupees on company and the managing director and the Chief Financial Officer of the company, if any, and, in the absence of them any director who is charged by Board for that compliance, and, in the in the absence of any such director, all the directors of the company, shall be liable to a penalty of one lakh rupees and in case of continuing failure, with further penalty of one hundred rupees for each day after the first during which such failure continues, subject to a maximum of five lakh rupees.
8. Holding Annual General Meeting As per section 96 of companies Act-2013 Every company other than a One Person Company shall in each year hold in addition to any other meetings, a general meeting as its annual general meeting and not more than fifteen months shall elapse between the date of one annual general meeting of a company and that of the next:

First annual general meeting, it shall be held within a period of nine months from the date of closing of the first financial year of the company and in any other case, within a period of six months, from the date of closing of the any financial year i.e. by 30th September of every year.

9. Preparation of Directors’ Report Directors’ Report will be prepared with a mention of all the information required under Section 134.
10. E-Form INC-22A Active compliance As per Companies (Incorporation) Amendments Rules, 2019 Form INC-22A is introduced. This for is applicable for every Company registered on or before the 31st December, 2017 shall file the particulars of the Company and registered office in e-form ACTIVE (Active Tagging and Identities and Verifications) on or before 15th June, 2019.

However, till date the same was required to be filed one time only and the annual compliance of the same is not mandated yet.

11.DIR-3 KYC All the Directors of the Company are required to get their KYCs done before 30th April of every financial year.( Due date for filing DIR-3 e-KYC for Financial Year 2018-19 shall be 30th September 2019)
12. E-Form DPT-3 All the Company having any outstanding loan/amount as on 31st March of every financial year has to furnish details and bifurcation of such outstanding amount irrespective of the fact whether such amount is falling under the definition of deposit or not.
13. E-Form BEN-2 Return to the Registrar under section 90 of the Companies Act, 2013. by company in respect of declaration received in form BEN 1 (extended due date for filling form BEN-1 is 30.09.2019) In this form BEN-2 every company gives a disclosure about the Significant Beneficial Owners interest in the shares of the company.
14. E-Form MSME the Central Government vide notification number S.O.5622 (E), dated the 2nd November, 2018 has directed that all companies, who get supplies of goods or services from micro and small enterprises and whose payments to micro and small enterprise suppliers exceed forty five days from the date of acceptance or the date of deemed acceptance of the goods or services as per the provisions of section 9 of the Micro, Small and Medium Enterprises Development Act, 2006 (27 of 2006) (hereafter referred to as “Specified Companies”), shall submit a half yearly return to the Ministry of Corporate Affairs stating the following:

(a) the amount of payment due; and

(b) the reasons of the delay;

Every specified company shall file a return as per MSME Form I annexed to this Order, by 31st October for the period from April to September and by 30th April for the period from October to March.

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