Post Incorporation Compliances of Private Company

PRIVATE LIMITED COMPANY:

The Company shall be a private Company within the meaning of Section 2(68) of the Companies Act, 2013, limited by shares and having a minimum paid – up share capital as may be prescribed and shall:

1. restricts the right to transfer its shares;

2. Except in case of one person Company, limit the number of its members to 200;

3. prohibits any invitation to the public to subscribe for any securities of the company;

Mandatory Compliances for Private Limited Company:

♦ Declaration of Commencement of Business in Form 20A

Within a period of 180 days of the date of Incorporation of the company.

(Applicable to companies incorporated after 2^nd November, 2018.)

♦ Auditor Appointment:

Every Private Limited Company is required to appoint the First Auditor within 30 days of Incorporation of Company. In case of First Auditor, filing of ADT-1 is not mandatory. As per Section 139 First Statutory Auditor of the Company to hold office from the Conclusion of this Annual General Meeting (AGM) till the conclusion of the Sixth AGM of the Company.

♦ Issue of Share certificate in Form SH-1 within 2 month from incorporation,

Time Limit for issuance of share certificate

As per section 56 of the Companies Act, 2013 read with relevant rules made there under

Sl No.	Event	Time period
1	Date of Incorporation	within 2 months
2	Date of allotment, in case of fresh allotment

 ♦ Stamp Duty Documents file to SDM within 30 days from Share certificate issue.

Time Limit for payment of stamp duty without delay

As per Section 32 of the Indian Stamp Act, 1899,

Event	Time period
Date of issue of share certificate	within 30 days

 ♦ Board Meeting

First Board Meeting is required to be held within 30 days after Incorporation. there should be Four board meetings conducted in one calendar year. 1/3rd of the total number of directors or minimum 2 whichever is greater should be present at the meeting. The gap between two Board Meetings should not be more than 120 days. (For small Company only Two  board meetings conducted in one calendar year).

♦ Annual General Meeting (AGM)

It is mandatory that one Annual General Meeting be held every year. The gap between two AGMs should not be more then 15 months. The purpose is to discuss financial statement, appointment of auditor, declaration of dividend, remuneration, etc.

Note:  In case of the 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 financial year other case, within a period of six months, from the date of closing of the financial year

♦ Director Disclosure

To disclose their interest in any other company, all the directors must fill the form MBP-1.  Such a disclosure is to be made every year in the first Board Meeting or Whenever there is change in disclosures of the Company in Form MBP-1.

Note: Form MBP‐1 shall be kept in the records of the Company.

♦ Maintenance of Statutory Records

It is mandatory to maintain statutory registers, Minutes of Board Meeting books, Minutes of AGM books. Company can maintain e- Statutory Register rather then physical Statutory Book.

♦ Annual General Meeting (AGM)

It is mandatory that one Annual General Meeting be held every year. The purpose is to discuss financial statement, appointment of auditor, declaration of dividend, remuneration, etc. Annual General Meeting is required to be held at the company’s registered office or at some other place within the city, town or village in which the company’s registered office is situated.

♦ Form AOC-4 (Financial Statements)

Every Private Limited Company is required to file its Balance Sheet along with statement of Profit and Loss Account and Notice of AGM, Director Report and MGT-9 in this form within 30 days of holding of AGM.

♦ Form MGT-7 (Annual Return)

Form MGT-7 is required to be filed within 60 days from the Date of AGM. Company having paid-up share capital of ten crore rupees or more or turnover of fifty crore rupees or more, shall be certified by a Company Secretary in practice and the certificate shall be in Form No. MGT-8.

♦ 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 by 30^th June

E –FORM MSME (HALF YEARLY)

Every Company having outstanding payments dues to micro and small enterprises and in case the payment of the same is pending beyond 45 days, then the Company has to furnish details as per the following timeline:

For April to September by 31st October

For October to March by 30th April

Form DIR-3 KYC

DIR-3 KYC is required to be filed for all the DIN whose DIN is obtained before 31/03/2020. Incase if yet not filed then Penalty is Rs. 5000/- for the same.

(If not filed then DIN Status will be DIN-Deactivated)

WEB DIR-3 KYC on second time (Next Year) required to File Web DIR-3 KYC  (if no change last DIR-3 KYC.

Form INC-22A was required to be filed (Applicable to all companies registered before 31st December 2017). If yet on filed then penalty is Rs. 10,000/-

(If not filed then Company Status will be Active-Non-Compliant)

MINUTES:

As per section 118 of companies act, 2013 required Maintained Board Minutes, annual General Meeting Minutes and other .

Statutory Registered Required to maintained as per the Various Section of Companies Act, 2013.

 Also specified in table form

S. No.	Particulars	Due Dates/Status
1.	First Board Meeting	Holding of first Board Meeting of Directors within 30 days of incorporation of Company
2.	Subsequent Board Meeting	Holding of minimum four Board meetings in a calendar year and not more than 120 days gap should be there between two meetings For Small Company, minimum two meetings in each half of calendar year with minimum gap of 90 days
3.	First Annual General Meeting	Within a period of Nine months from the date of closing of the first financial year of the Company
4.	Subsequent Annual General Meeting	Within a period of six months from the date of closing of financial year Not more than fifteen months shall elapse between the date of one annual general meeting of a company and that of the next;
5.	Disclosures of Interest by Directors/Declaration	Every Director shall in the first Board meeting of the Board in every financial year disclosure his interest in form MBP-1 and declaration in form DIR-8
6.	Appointment of First Auditor	Appointment of first auditor in Board meeting within 30 days of incorporation
7.	Appointment of Subsequent Auditor	Will be appointed for 5 years in AGM Within 15 days from the date of appointment in Annual General Meeting
8.	Filing of form ADT-1	Within 15 days from the date of appointment of Auditor
9.	Filing of Financial Statements i.e. form AOC-4	Within thirty days of Annual General Meeting
10.	Filing of Annual Return i.e. form MGT-7	Within sixty days of Annual General Meeting
11.	Statutory Audit of Accounts	By a Chartered Accountant
12.	Filing of Income Tax Return of Company	30th of September every year
13.	Maintenance of Statutory Registers, Minutes books and records	All the Companies are advised to maintain few statutory registers in the prescribed format such as register of members, register of charges, register of directors and KMP, register of loan and guarantee etc. Minutes of Board meeting and general meeting, Attendance Register, Books of Accounts etc. are to be maintained
14.	Proof of circulation of Notice, Draft and Signed Minutes	Should be maintained for a period of three years from the date of meeting
15.	Directors KYC*	30th of September
16.	E-Form MSME-I	Every Company having outstanding payments dues to micro and small enterprises and in case the payment of the same is pending beyond 45 days, then the Company has to furnish details as per the following timeline: For April to September by 31st October For October to March by 30th April
17.	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 by 30th June
18.	E-Form INC-22A	Active Compliance
19.	Form 20A	( Applicable to companies incorporated after 2nd November, 2018.)

Author can be reached at Email:  csdeepakbhagat@gmail.com

Source-

Companies Act 2013, Relevant Rules, Notification and Rules.

https://taxguru.in/company-law/mandatory-compliances-checklist-private-limited-company.html