All companies registered in India like private limited company, one-person company, limited company, and section 8 company must file MCA annual return and income tax return each year.
Before filing annual return, the company must conduct an Annual General Meeting at the end of each financial year. For newly incorporated Companies, the Annual General Meeting should be held within 18 months from date of incorporation or 9 months from the date of closing of financial year, whichever is earlier. Subsequent Annual General Meetings should be held within 6 months from the end of that financial year. In India, normally the financial year starts on April 1st and end on 31st March. So a Company's annual return would be due on or before September 30th.
In addition to MCA annual return, companies must also file income tax return irrespective of income, profit or loss. Hence, even dormant companies with no transactions are required to file income tax return each year. Private limited companies, limited companies and one person companies would be required to file Form ITR -6. The due date for filing income tax return for a company is on or before the 30th of September.
Types of Compliances under Companies Act, 2013
Compliances under Companies Act, 2013 can be categorized in following types:
1. Verification of Registered Office
After successful incorporation every company is required to complete verification of its registered office with the registrar of companies. They have an option to communicate the same via SPICe Form at the time of incorporation. However, if that is not done, then it must be communicated through INC-22 within 30 days of incorporation.
2. Display company information
Every registered company is required to display the following information outside its registered office and above its business letters, billheads and on all other official documents and publications:
3. First Board Meeting
Every newly incorporated company is required to conduct its first board meeting within 30 days from the date of its incorporation. Notice of BM must be sent to every director at least 7 days before the meeting.
4. Appointment of auditor
Auditor will be appointed for the 5 (Five) years and form ADT-1 will be filed for 5-year appointment. The first Auditor will be appointed within 30days from the date of incorporation in board meeting who will either be confirmed or changed in the subsequent AGM.
5. Disclosure of interest by Directors
Every director is required to disclose the details of interest in other registered companies through Form MBP-1 in the first board meeting held within 30 days after incorporation.
6. Maintenance of Minutes
Every company is required to maintain minutes of every meeting held. These minutes must be prepared within 15 days of such meeting and are to be finalized within 30 days.
7. Maintenance of Statutory Registers
As per Section 85 & 88 of companies Act, 2013 every registered company is required to prepare and maintain certain statutory registers at its registered office. These statutory registers include Register of Members, register of shareholders, Register of Charges, Register of Employee Stock Option, etc.
In case any registered company fails to maintain such statutory registers then such company and directors will be prosecuted and fined under the Act.
Annual Compliances under Companies Act, 2013
After-incorporation compliances under Companies Act, 2013, the following compliances under Companies Act, 2013 that are required to be completed on yearly basis. Following is a list of all such yearly compliances under Companies Act, 2013:
However, apart from such regular compliances there are several even based compliances under Companies Act, 2013 that are required to be adhered to. Such compliances under Companies Act, 2013 are non-negotiable and are to be adhered to without any lapse. If there is any delay in filing such forms after due date then it attracts penalties and punishments.
Following are examples of few such event-based compliances:
1. Change in Directorship
Whenever there is any change in board of directors including appointment and cessation or change in designation it must be communicated to the registrar through filing of DIR-12 within 30 days of such change.
2. Change in Registered Office Address
Any company can change its registered office due to various reasons. However, it is obligated to intimate such change to the Registrar of Company. Following are different scenarios for change in registered office:
3. Increase in Authorized Capital
In case you are planning to increase the authorized capital of any company first step is to pass a special resolution for changing the MOA in the EGM. File MGT-14 for registering such special resolution. Finally, the next step is to file SH-4 with the ROC.
4. Change in Company Name
If the members decide to change the name of a registered company then following steps are required to be followed:
5. Registration/Amendment/ Settlement of Charge
These are the compliances under Companies Act, 2013 in case the company creates any charge i.e a security given for securing any amount of loan. In case of creation of a fresh charge or any modification of existing charge e-Form CHG-1 is required to be submitted.
On the other hand, in case of settlement of charge e-Form CHG-4 is to be filed.
It is important to consider that these compliances under Companies Act, 2013 are tedious and repetitive process. Such compliances under Companies Act, 2013 is an ongoing process and not a onetime thing.
A company is required to prepare financial statement for period ending 31st March every year. Such financial statement must be give a true and fair view of the state of affairs of the company and comply with the accounting standards notified by the central government under Section 133 of the Companies Act. Such financial statement must be prepared in the form and format which may prescribed for a specific type of company for a private limited company schedule VI is the appropriate form. The expression financial statement includes following items:
