prpri Initial Compliances By A Private Limited Company Initial Compliances By A Private Limited Company

1) Certificate of incorporation.

2) First board Meeting – Every company shall hold a meeting of the Board of Directors within 30 days from the date of its incorporation.

3) Bank Account – Companies need to have a bank account even before approaching the authorities for company incorporation. Subscription money needs to be deposited in that account. Since the company is an artificial entity, the transactions cannot be done in the name of any natural person.

4) Registered Office Address – Every company shall have a registered office and inform the same to the registrar within 30 days from the date of incorporation. This address shall be used to receive all official communication from the various authorities.

5) Company’s Board– Every company is required to affix its name at all places from where it carries on its business operations. The company’s board will include the details like company’s name, Corporate Identification number, email-id, registered office address and contact number. It shall be displayed in the language which is generally used in the locality. Additionally, the company has to get a seal with its name engraved on it, letterheads with appropriate information and printed negotiable instruments.

6) Auditor – The first auditor shall be appointed by the Board of Directors within 30 days from the incorporation of the company. Otherwise, the members shall appoint the auditor within 90 days at an extraordinary general meeting. The term of the first auditor shall be until the conclusion of the first annual general meeting. (ADT-1).

7) The First Board Meeting: The first meeting of the board of directors should take place within 30 days of the incorporation of your company. Following that, a total of four Board meetings should be held over a year.

8) Resident Director’s Appointment: Every company is required to appoint at least one director who has spent probably 182 days that is approximately 6 months in India itself in the preceding calendar period. For the appointment of every director and KMP DIR-12 has to be filed.

9) DIR-8: duly signed by a director and it is written proof for the disclosure of disqualification. To be given by the director before his appointment or reappointment.

10) Disclosure of Interest– At the first board meeting, every director shall disclose his interest in any company/firm/body corporate/association of individuals as outlined in section 184(1) of the Companies Act 2013. Any changes in the disclosures shall be intimated to the board in its first meeting held during each financial year.

11) Statutory registers– The Company is required to maintain statutory registers at the registered office of the company. The same shall be maintained in the prescribed form failing which the company will be subject to penalties. If required will share the formats of all registers.

12) Share certificate – The share certificate shall be issued within 2 (Two)months from the date of Incorporation to the subscribers of the Memorandum.

13) Books of Accounts– Every company shall maintain proper books of accounts which shall represent an accurate and fair view of the state of affairs of the company. The double entry system shall be followed, and the accounting is done on an accrual basis.

14) Commencement of business – The Company shall obtain a certificate of commencement of business by filing an e-form INC-20A within 180 days from the incorporation. There is a requirement to file a bank statement showing that every subscriber has paid the amount due on the shares.

15) Conduct board meetings: A minimum of four board meetings is required to be conducted during a year. Also, the time duration between each meeting must not be exceeding the time period of 120 days, where there is an exception when it comes to small start-ups of a private limited company. And this exception is that instead of 4 board meetings, they are allowed to conduct a minimum of 2 board meetings. A notice for the board meeting must be sent to each director of your own private limited company at least 7 days prior to the date of conduction of the meeting. Maintain the notice, notes to agenda, attendance, confirmation of minutes, dispatch proof of notice etc.

Copy of every resolution (with explanatory statement, if any) or Agreement for the specified matters to be filed with ROC in Form MGT‐14 within 30 days.

Articles of Company shall have copy of resolution effecting amendment in AOA and Agreements referred in Section 117(3) of the Act

16) Conduct AGM. File MGT-7 (Annual Return) and AOC-4 (financial statement). Director’s report.

17) All the directors of the company must be filed for the DIN eKYC or DIR-3 eKYC. In DIR-3 eKYC, the Director must provide a unique personal mobile number and a personal email address. There’s a penalty of Rs. 5000 in case of failure to file DIN eKYC.

18) Form MSME-1: 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

19) 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.

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Disclaimer: The contents of this article are for information purposes only and do not constitute advice or a legal opinion and are personal views of the author. It is based upon relevant law and/or facts available at that point in time and prepared with due accuracy & reliability. Readers are requested to check and refer relevant provisions of the statute, latest judicial pronouncements, circulars, clarifications etc before acting on the basis of the above write up. The possibility of other views on the subject matter cannot be ruled out. By the use of the said information, you agree that Author / TaxGuru is not responsible or liable in any manner for the authenticity, accuracy, completeness, errors or any kind of omissions in this piece of information for any action taken thereof. This is not any kind of advertisement or solicitation of work by a professional.

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