Post Company Incorporation/Annual Compliance Checklist

CS Purti Kothari 06 May 2020 9,978 Views 1 comment Print Company Law | Articles

The Companies Act 2013 consolidates and amends the law relating to companies and leaves no room for any mistake. Every newly incorporated Company or a Company which has been incorporated in India need to ensure compliance with Companies Act, 2013. One who is unaware of law may not escape liability for violating the law. Thus the statutory post /annual compliance(s) of Company are as follows:

Compliance	When to be Done/ Due Date
Bank Account Open	Within 30 days of Incorporation. Note: Now w.e.f. 23^rd February, 2020 all new companies incorporated through SPICE+ would mandatory require to open company’s Bank Account through the AGILE-PRO linked web form.
Appointment of Auditor (E-form ADT-1) (Section 139 (6))	* First Statutory Auditor has to be appointed within 30 days of incorporation in first board meeting and shall hold office until the conclusion of first AGM (Annual General Meeting). Note: If somehow Board failed to appoint auditor within 30 days, the members shall appoint the auditor within 90 days at an Extra Ordinary General Meeting (EGM) * Subsequent auditors will be appointed for 5 years in AGM.
Declaration for Commencement of Business (Form INC-20A)	Every company before starting its business or exercising its borrowing powers must file form INC-20 A for the declaration of commencement of business. This form is to be filed within 180 days from the date of incorporation of the company. Note: 1. An additional 180 more days has been allowed under Companies Fresh Start Scheme, 2020. 2. Late filing fees levied by MCA, if a form is not filed within the time prescribed 3. A Penalty of Rs.50,000/- to the company 4. A Penalty of Rs.1000/- per day to the director MCA may remove the name of the company from the register of companies if not any company complied with this compliance. Attachments: Subscriber Proof of Payment for value of Shares
Form MBP- 1 As per Section 184 (1) Every Director of the Company in First Meeting of the Board of Director in each Financial Year needs to disclose his interest in other entities by filing the form	Fresh MBP-1 needs to be filed, whenever there is change in his interest from the earlier given MBP-1
Form DIR – 8 (Section 164 (2))	Every Director of the Company in each Financial Year has to file with the Company disclosure of non-disqualification
Issuance of Share Certificate	Every newly incorporated Company within 60 days of Incorporation issue the Share Certificate to the Shareholders of the Company. Note: In case any point of time if Company allot any additional shares than within 60 days from the date of allotment share certificate need to be issued to shareholders.
Directors’ Report	Directors’ Report is to be filed covering all the information required for Company under Section 134.
Annual General Meeting	It is mandatory for every Private/Public Limited Company to hold an AGM in every Calendar Year. Companies are required to hold their AGM within a period of six months, from the date of closing of the Financial Year. Note: Newly Incorporated Company can hold their first AGM within 09 months from the date of closing of Financial Year.
E-form: AOC-4	File Financial Statement within 30 days of AGM. Main Attachments: 1. Balance Sheet along with Statement of Profit and Loss Account and Directors’ Report 2. Copy of Financial Statement 3. Secretarial Audit Report (in case it was applicable)
E-FORM MGT-14	Within 30 days of approval of Director’s Report and Financial Statement every Public Company required to file this form to ROC
E-form: MGT-7	File Annual Return within 60 days of AGM for the period 1st April to 31st March. Main Attachment: List of shareholder
Board Meeting Minutes	First meeting of the Board of Directors of a Private/Public Limited Company shall be conducted within 30 days from the date of Incorporation of company. Further, minimum Four Board Meetings shall be held in a calendar year (one meeting in every 3 months). Note: Ministry recently announced relaxation/exemption in holding physical board meeting until June 30, 2020 for the matters related with Financial Statement approval, Board Report etc.
Regularization of Directors (Form Dir-12)	Every Additional Director Need to be regularized as director within 30 days from the date of AGM
Regularization of Auditor (Form ADT-1)	Auditor need to be regularized within 15 days from the date of AGM

OTHER ANNUAL COMPLIANCE(S)

COMPLIANCE	DUE DATE
E-FORM DIR-3 KYC	Every Individual who has been allotted a Director Identification Number (DIN) on or before 31st March need to submit the form to Central Government on or before September 30 of immediately next Financial Year. Note: If someone have already filed the form but are willing to make changes in the information are required to fill the fresh form again with updated details in the current year. Penalty: After due date a penalty of Rs. 5000 shall be payable. Attachments: 1. Proof of Permanent Address 2. Copy of Aadhaar Card (Optional) 3. Copy of Passport (Optional) 4. Copy of PAN 5. Proof of Present Address (if permanent and present address is different)
E-FORM DIR-3 KYC WEB	Any individual who has already submitted the e-form DIR-3 KYC and who does not want to update in their KYC can file annual KYC by accessing DIR-3 KYC Web service. Penalty: After due date a fee of Rs. 5000 shall be payable. Attachment: U only need OTP of Mobile Number and E-mail id. No other documents are required
E- FORM DPT-3	Every Company other than Government Company shall be required to file this form on or before June 30 of every year with Registrar whose return of deposit or particulars of transaction or both not considered as deposit. Attachment : 1. Auditor’s Certificate (Mandatory) 2. Copy of Trust Deed (Mandatory if Company has trust deed) 3. Copy of instrument creating charge (Mandatory if mentioned in form) 4. List of Depositors (Mandatory if Company has balance of deposits outstanding at the end of the year)
E-FORM BEN-2	On receipt of declaration of BEN-1 every Company shall file a return in BEN-2 with Registrar within 30 days from the date of receipt of such declaration. Attachment: Declaration from SBO (Significant Beneficial Owner) in Form BEN-1 from each shareholder having 10% or more shares of voting rights
STATUTORY REGISTER TO BE MAINTAINED AT REGISTERED OFFICE UNDER COMPANIES ACT, 2013	1. Register of Deposit 2. Register of Director/KMP 3. Register of Transfer 4. Register of Related Party Transaction 5. MGT-1- Register of Member 6. MGT-2- Debenture Holder 7. MBP-2- Register of Loan & Guarantee 8. MBP-3- Register of Investment of Company not held in its own name 9. CHG-7 – Register of Charges 10. SH-2 – Register of Renewed & Duplicate Share Certificate 11. SH-3 – Register of Sweat Equity Shares 12. SH-6 – Register of Employee Stock Option 13. SH-10- Register of Shares/Other Securities Bought Back. 14. Register of Contract & Arrangements in which directors are interested etc.

Disclaimer: The Article is based on the Relevant Provisions and as per the information existing at the time of the preparation. In no event I shall be liable for any direct and indirect result from this Article. This is only a knowledge sharing initiative.