Annual compliance of a Pvt Ltd-company

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Overview of Annual Compliance for Private Company

A Private Company is a legal institute enjoying a separate personality which requires controlling its active status through the regular filing with MCA. For every business, it is compulsory to file an annual return and audited financial reports with MCA for every fiscal year. The RoC filing is necessary irrespective of the turnover, whether it is zero or in crore. Whether a single business is undertaken or none, annual compliances for private limited are compulsory for every certified company.

Both the forms are applied to report the activities and financial date for concerned Financial Year. The due terms for annual filing of a company are based on the time of the Annual General Meeting. The perpetual failure may lead to the elimination of the company’s name from RoC’s register, including incompetence of directors. Also, it has been noticed that MCA has actively taken bold measures for dealing with any such failures. The compliances relevant to the company could be segregated into two sections Mandatory Compliances and Event-Based Compliances.

Mandatory Annual Compliances

We have developed some of the mandatory agreements that a private Limited company must ensure:

• First Board Meeting: First Meeting of Board, along with Directors, is expected to be held within 30 days of Incorporation of Company. Declaration of BM must be sent to each director at least seven days ere the meeting.
• Subsequent Board Meetings:Minimum of 4 Board Meetings to be checked every year with not more than 120 days gap within two meetings.
• Filing Of Acknowledgement Of Interest By Directors: Every director at: The first meeting in which he engages as director; or The first meeting of Board in each FY; or Whenever there is a variety in disclosures shall reveal in Form MBP 1 (along with a list of relatives and attention of relatives in the Company as per RPT definition), his interest or interest in any company, body corporate, organizers/firms or other organization of individuals (including shareholding interest). Form MBP‐1 shall be kept in the documents of the Company.

Every director at:

• The first meeting in which he engages as director; or
• The first meeting of Board in each FY; or
• Whenever there is a variety in disclosures shall reveal in Form MBP 1 (along with a list of relatives and attention of relatives in the Company as per RPT definition), his interest or interest in any company, body corporate, organizers/firms or other organization of individuals (including shareholding interest). Form MBP‐1 shall be kept in the documents of the Company.
• First Auditor: The BOD shall designate the first Auditor of the Company within 30 days of Incorporation who shall continue the office till the completion of 1st AGM. In the matter of First Auditor, filing of ADT-1 is not necessary.
• Subsequent Auditor: The BOD shall delegate the Auditor Auditor in first AGM of Company who shall hold the position till the conclusion of 6th AGM and shall notify the same to ROC by filing ADT-1. The capacity to submit Form ADT 1 is that of the Company and not of the Auditor Auditor within 15 days from the time of appointment.
• Annual General Meeting: The BOD shall delegate the Auditor Auditor in first AGM of Company who shall hold the position till the conclusion of 6th AGM and shall notify the same to ROC by filing ADT-1. The capacity to submit Form ADT 1 is that of the Company and not of the Auditor Auditor within 15 days from the time of appointment.
• Filing Of Annual Return (Form MGT-7): Each and every Private Limited Company is expected to file its Annual Return within 60 days of operating of Annual General Meeting. Annual Return will be for the time' 1st April to 31st March'.
• Filing Of Financial Statements In (Form AOC-4): Each and every private Limited Company is expected to file its 'Balance Sheet' along with a statement of 'Profit and Loss Account' and 'Director Report' in this Form in 30 days of holding of 'Annual General Meeting'.
• Statutory Audit Of Accounts: Each and every Company should prepare its Accounts and get the exact audited by a Professionals/Chartered Accountant at the end of the Financial Year mandatorily. The Auditor should provide an Audit Report and the Audited Financial Statements to file it with the Registrar.

Event-Based Compliances

Even based compliances are those who get triggered upon following of certain events like change in directors, change of registered office, change in approved share capital etc. Hence, it is essential that the happening of such events get tracked, and docility met with on time to avoid penalties or additional fees. Some of the Event-based agreements are mentioned below, along with the time limit:

Stipulations of Non-Compliances

If a company declines to follow any of the administrative compliances, then the Company and every officer who is in arrears shall be guilty with a fine for the period for which default remains. Hence the penalties will keep on escalating as the period of non-compliance increases.

Benefits of Annual Compliance

• Establishing A Company’s Credibility: Compliance of law is the fundamental requirement for any company—the date of the company’s annual return filing performed on the Master Data on the MCA portal. Ministry tenders, loan support or for similar other purposes, the consistency in compliance is an important criterion to measure the reliability of an organization.
• Invite Investors: While attracting funds for a corporation from the investors, the investors demand all financial histories and date before settling the proposal. The investors may either request the company directly or can also check the economic reports from the MCA portal. Investors also lead to favour companies with regular compliance reports.

Latest: Checklist of Annual Compliance for Private Startups

A startup working as a private limited company has to follow characters of compliance as laid down by different statutes and other administrative bodies. These include but are not restricted only to the periodic filing of tax and other returns, accommodating the board and other meetings, maintaining sanctioned books and accounts etc.

• Payment of periodic dues: GST Liability, TDS & TCS mandatory payment
• Non-Registrar compliance of periodic returns – (Monthly, quarterly, annual returns- GST, TDS, etc)
• Monthly/Quarterly- GST Returns
• Quarterly-TDS Returns
• Evaluation of advance tax liability and payment of advance tax periodically
• Filing of Income Tax Returns (Tax will be obligatory at a flat rate of 30% plus Education Cess)
• Filing of Tax Audit Report
• Administrative Assessment of trade under different acts of law (Eg. Environment and Protection Act, Money Laundering Act, Competition Act, Factory Act etc.)

Documents Required for Annual Filing of Company

• Incorporation Certificate PAN Card Certificate of Incorporation and MoA – AoA of Private Company
• PAN Card
• Certificate of Incorporation and
• MoA – AoA of Private Company
• Audited Financial Statements
• An independent auditor must audit financial Statements
• Audit Report & Board Report
• Independent auditor’s report and Board report must be concerned
• DSC of Director
• Accurate and active DSC of one of the directors must be provided and presented
• Our support will help your Private Limited Company to maintain statements and prepare the financial report for each year.
• Our support will collect all the required documents/erudition and will complete all below designated compliance activities for your Private Limited Company. Manage Accounts and Make financial statements Annual returns Annual General Meeting Board meetings Director reports Annual Filing of Forms Yearly Forms by Directors
• Manage Accounts and Make financial statements
• Annual returns
• Annual General Meeting
• Board meetings
• Director reports
• Annual Filing of Forms
• Yearly Forms by Directors
• Our support will collect all the needed documents/information and file your Private Limited Company income tax return with ROC (Registrar of Companies) along with the necessary documents after getting final approval from your finance team if required.
• Our support will help your Private Limited Company in accounts scrutiny.
• Our support will draft minutes of meetings, announcements and will also manage the statutory register.
• Preceding seven steps completes your Private Limited Company compliance under Companies Act 2013.

Conclusion

FAQs

All the companies pertaining to the Private limited category are expected to have sanctioned records maintained update for the following members, charges, loans and investments.

Yes. RoC compliance for 'Private Limited Companies' is mandatory for every certified company. Irrespective of the entire turnover or the capital amount, the company should comply with the annual compliance mandates. The 'annual compliance' is due after the AGM of the company every it's an initial fiscal year.

Every Private Company whose paid-up capital is less than five croresneed to get their annual return signed by Company Secretary in Practice.

Audited financial statements are mandatory for each and every company after its incorporation. The company must file the audited financial/administrative records only. Also, non-audit of the financial statement is not an excuse to delay the annual filing.

A company can opt to designate a statutory auditor either for five consecutive years or till the ending of next AGM. Nevertheless, a designation of the statutory Auditor cannot be taken as a part of 'annual compliance'.

It is mandatory as per the Latest Companies Act to submit the signed Director Report for each and every fiscal year with MCA by filing an annual return of the company. The Director Report is taken as an attachment for the form 'MGT-7'.

The main clauses of Memorandum of Association are Name clause, Liability Clause, Registered Office clause, Capital clause, Object clause.

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