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Mandatory ROC Compliances for Private Limited Company

End-to-End Business Services of Tax & Compliance for Pvt Ltd

It is mandatory for entrepreneurs to satisfy income tax, companies act, state laws and GST. Every company needs to submit income tax returns by 30th September each year. We at One Click Business Solutions Private Limited guarantee compliance for private limited on time when they are due.

One Click Business Solutions Private Limited offers end to end professional consulting and services of tax & compliance for pvt ltd to its clients. We are committed to focus on the business services of our clients. Our dedicated team of professionals can take utmost care of tax and compliance for businesses like private limited, public limited etc.

We have in-house dedicated experts to provide you with important advisory services of tax and compliance. Our qualified professionals guide you about the advance tax payments, tax planning etc. and they also submit income tax returns. We will review the accounts of the company at the end of each financial year.

So why are you waiting for? Contact us as soon as possible to manage your tax and compliance for private limited.

Mandatory ROC Compliances for Private Limited Company

ROC Compliance

Law
Regulations
Transparency
Governance
Reports
Rules

These need to be complied with all companies notwithstanding their active or defunct status. Following are the minimum mandatory compliances along with brief descriptions:

Director Identification Number (DIN) - No individual can be appointed as a Director without getting a DIN. The compliance can cause irritations of foreign residents, as all the documents need to be notarised. If the documents are not in English then translated version along with the original documents need to be notarised.

Digital Signature Certificate (DSC) - The digital signature certificate is required for e‐filing of documents or forms of secretarial compliances and minimum one Director is required to have a DSC.

Board Meetings - At least four board meetings need to be held in a year and one of these must be held every quarter. Physical presence of the directors is a must for the meeting. Net meeting or video or teleconference is not approved by law. Quorum is 1/3rd or 2 Directors whichever is greater. The meetings should be logged and the signed minutes must be retained at the Registered Office.

Annual General Meeting (AGM) - This is a shareholders meeting that requires to be held every year. Authorization of financial statements, declaration of dividends, appointment of auditors and others are the primary agenda for this meeting. Annual General Meeting requires to be organized in the city where the registered office of the company is situated.

Annual Filing of Forms - Various annual forms are needed to be filed besides the annual financials. The information is quite detailed and includes shareholdings, directors, financials and others. All these forms are required to be certified by a practicing Chartered Accountant or practicing Company Secretary. Companies own a paid up share capital in the range of INR 1 million to 50 million must file a Compliance Certificate from a practicing company secretary.

Yearly forms by directors - The directors are needed to inform the company about their directorship in other companies each year.

Maintenance of statutory register and minute's book - A number of registers should be maintained, such as Register of Directors, Register of Member, Register of Charges, Register of Contracts etc. The registers must be retained at the registered office of the company.

Mandatory elaborated details given below

Compulsory Compliance – Let us have a discussion about some of the compulsory compliance that a private Limited company needs to ensure:

Compulsory Compliances Description and Timeline
First Board meeting First Board of Directors' meeting must be held within 30 days since when incorporation of company was done. Notice regarding board meeting is required to be sent to each director before 7 days of the same.
Subsequent Board Meetings At least 4 board meetings must be arranged every year and there should not be a gap of more than 120 days between 2 meetings.
Filing of disclosure of interest by directors Each director at:
First meeting of Board
First meeting in which he attends as director
Whenever there is certain modifications in disclosures
Must reveal in Form MBP-1 (with list of relatives and their concerns in the company according to RPT), body corporate, his interest or concern in any company, firm or other association of persons(includes interest related to shareholding) Form MBP-1 must be retained in the company's records.
First Auditor First auditor of the company needs to get appointment by the board of directors within 30 days of incorporation. He should hold his office till the end of 1st annual general meeting. Filing of ADT-1 is not compulsory for the first auditor.
Following auditor The auditor will be appointed by the Board of directors in first annual general meeting of company who must hold his office till the end of 6th annual general meeting. The same should be informed by him to Registrar of Companies by filing ADT-1. The company is liable to file Form ADT 1 within 15 days since the date of appointment.
Annual General Meeting Each company must hold an Annual General Meeting on or before 30th September every year during business hours (9 am to 6pm), except on any public holiday. Either at the registered office of the Company or within the town, city or village where the registered office is located. A notice of 21 days is necessary to be given for the same.
Filing of Annual Return (Form MGT-7) Every Private Limited Company must file its Annual Return within 60 days of its Annual General Meeting. Annual Return must include the period 1st April to 31st March.
Filing of Financial Statements (Form AOC-4) Each Private Limited Company must file its Balance Sheet with statement of Profit and Loss Account along with Director Report in this form within 30 days of its Annual General Meeting.
Statutory Audit of Accounts Each Company must make its Accounts and obtain the same audited by a Chartered Accountant at the end of the Financial Year. The Auditor shall give an Audit Report and the Audited Financial Statements for filing it with the Registrar.

Event based Compliances - Even based compliances are filed due to occurrence of certain events like change of registered office, change in directors, change in authorized share capital and others. Therefore, it is essential to track such events and compliance on time to prevent additional fees or penalties. Let us know some of the Event based compliances with the time limit:

Form No: INC-22 Form No: DIR-12 Form No: SH-7
Events Alteration of registered office Events Alteration of Directors or KMP Events Raise of Authorised Share Capital
Time Limit Within 15 since above change took place Time Limit Within 30 days of above change Time Limit Within 30 days since Ordinary Resolution was passed
Form No: MGT-14 Form No: PAS-3 Form No: CHG-1
Events Filing of Resolution and agreements Events Raise in Paid up share capital (Issue of security) Events Modification in secured borrowing (creating, modifying and satisfaction of charge)
Time Limit Within 30 days since the date of passing resolution Time Limit Within 15 days since date of allotment Time Limit All kinds of Charges within 30 days since when it was created
Form No: DIR-3 KYC Form No: INC-22A Form No: INC-20A
Events Application for KYC of Directors Events ACTIVE (Active Company Tagging Identities and Verification) Events Declaring the Commencement of Business
Time Limit On or before 30th April of next Financial Year (Annual Compliance) Time Limit On or before 25th April 2019 (Applicable for companies registered before 31st December 2017) Time Limit Within 180 days of the date of registration of the company. (Applicable for companies incorporated after 2nd November, 2018.)

Effects of Non-Compliances - If a company cannot complete any of the regulatory compliances then the Company and its executives will be considered default and punishable with fine for the period for which default took place. Therefore penalties will be increasing as the time period of non-compliance enhances.

Advantages of Annual Compliance for Private Limited Company

Following are the Advantages of a private limited company:

Easy to raise fund from venture capitalist
Limited liability protection
Continuous existence while the confidence of the community comes at the cost of enhanced annual compliance

It is compulsory for business owners to comply with Companies Act, GST & State Laws and Income Tax. Besides the ROC compliances, Companies need to submit income tax returns every year by 30th September. From the year 2018, need of the compliance has been enhanced for private limited companies.

It is compulsory for business owners to comply with Companies Act, GST & State Laws and Income Tax. Besides the ROC compliances, Companies need to submit income tax returns every year by 30th September. From the year 2018, need of the compliance has been enhanced for private limited companies.

Registration Procedure at a glance

Day 1 to 2 – Preparation of Forms and Essential Documents

Day 3 – Forward the same to clients for attestation of Designated Partners

Day 4 – Receipt of attested documents

Day 5 – Filing the forms on the website of Ministry of Corporate Affairs

Detailed Annual Compliance Procedure

Dedicated CA or CS - Once order confirmation is completed, a dedicated team of in-house CA/CS will manage your business compliance. Our clients may ask any questions about the compliance, taxation and regulatory problems of the company.

Dedicated CA or CS - Once order confirmation is completed, a dedicated team of in-house CA/CS will manage your business compliance. Our clients may ask any questions about the compliance, taxation and regulatory problems of the company.

Accounting Support - We will review the accounts of the company at the end of the financial year on account of its final Balance sheet & profit & loss accounts.

Annual Audit Services - Our professionals will offer necessary support for the statutory audit of the company.

Filing of Income tax returns - Our tax advisory will submit income tax returns and provide you with guidance from time to time about the advance tax payments, tax planning and others.

Company Secretary Services – We have in-house CS to prepare or review minutes of the meeting of your company according to Companies Act 2013. Minimum 4 board meetings must be held in one financial year while in case of small companies only 2 board meetings should be arranged in one financial year.

Financial Statements and Annual Return Filing - Once your financial accounts in the Annual General Meeting (AGM) is approved by shareholders, our team of professionals shall file your financial statements and annual return with Ministry of Corporate Affairs in Form AOC-4 and MGT-7.

Private Limited Company compliance calendar for Financial Year 2019-20

In 2019, a number of new compliance needs have been launched by the Ministry of Corporate Affairs.

Accounting- The Company must keep its accounts and finalise its financial statements (Balance Sheet and Profit and Loss Account) depending on its accounts for the previous year.

Audit of Accounts - Audit includes independent scrutiny of statutory records, books of accounts and vouchers to determine whether the financials show true and fair value. For auditing books of accounts, an auditor needs to be appointed by the company within 30 days from the date of incorporation

Income Tax Compliances - Every company must file Annual income tax returns by 30th September of the next financial year. Also, companies should stick on maintenance of tax compliance. While making particular payments, a company must deduct tax at source (TDS) that is applicable on payments like salary, interest, dividend, rent, fee for technical and professional services, commission and brokerage and others.

It is compulsory for the payer to deduct a particular percentage from the payment and pay the balance to the recipient. A quarterly return is required to be filed by the payer to the Income tax department including details of payee, date of remittance to department, date of deduction etc.

The due dates to fill TDS returns


Quarter Due date of filling
1st Quarter 31st July
2nd Quarter 31st October
3rd Quarter 31st January
4th Quarter 31st May

GST Compliance

Once online GST registration as normal taxpayer is done, the entity must file the GST returns (In Total 37) on time. The GST Returns depends on the annual turnover of a taxable individual. If annual turnover is less than Rs 1.5 Crore then quarterly returns are required to be submitted. On the due date of GST returns, details of purchase and sale are needed to be submitted. Failure to file GST Returns will cause penalty.

ROC Compliance

Finalization of Balance Sheet
Appointment of Auditor within 30 days from the date of incorporation
Cash Flow Statement
Statement of Profit and Loss Account (with Consolidated Financial Statement)
MGT-9 (Extracts of Annual Return)
Notice of Annual General Meeting
Auditors' Report
Directors' Report
Professional tax Registration and Filing
Maintenance of Statutory Registers
Filing of Financial Statements in Form AOC-4
Filing of DPT -3 and MSME 1 & 2

Frequently Asked Questions

Ques: What is known as Annual Return of a Private Limited Company?

According to the Companies Act, 2013, every Private Limited Company in India must file annual filling every year. The filling with the Balance Sheet, Profit & Loss Account and other associate documents are required to be filed with Ministry of Corporate Affairs. The Annual Return is governed by Ministry of Corporate Affairs and it is different from the income tax department.

Ques: What are the details needed in the Annual Return?

Details in the Annual Return depend on the volume of the Public Limited Company. Generally, annual return includes the Balance Sheet, Profit & Loss account, Details of Directors, Directors Report, Details of the Members and Secretarial Certificate (if applicable).

Ques: Who should sign on Annual Return?

Two directors of the company must sign on the Annual Return.

Ques: Is there any due date to file Annual Return?

Yes, Public limited company needs to file the Annual Return before the due date which is 30th September of each year and 6 months from the completion of the Financial Year.

Ques: Can Annual Return be filed by a company on its own?

No, the Annual Return cannot be filed by company unless it is certified by Chartered accountant or Company Secretaries.

Ques: Is there is any penalty for non-filing of Annual Return?

Yes, if the company fails to file Annual Return within the specific time then the company must pay additional Fees as penalty according to the Additional Fees Rule of the Companies Act, 2013. The amount of penalty depends on the number of days in default till its continuation.




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