Pvt. Ltd. ROC / MCA Compliance

Pvt. Ltd. ROC / MCA Compliance

RoC Annual Filing of the Pvt. Ltd. Companies i.e. filing of annual returns with the Registrar of Companies(RoC) of India. All companies incorporated under the Companies Act 1956 or 2013 have to meet that really close their financial year and file the annual returns with the Registrar of Companies in various forms prescribed under the law.

Annual filing includes filing of form

AOC-4 : Financials of the Company including Balance Sheet, Profit & Loss Account, Auditor Report and Board Report of the Company.

MGT-7 : Annual Return of the Company stating the complete structure of Directors, Shareholders, Loan, Investment or Other Changes in the the Company


(Applicable for all companies under companies act, 2013)

Compliance to be doneWhen is this compliance to be done?Penalty for Non-compliance
1. Issue of Share Certificates

The company must issue the Share Certificates to its shareholders within 2 months of its Incorporation or new allotment

Company: Fine from Rs. 25,000 which may extend to Rs.500,000.
Directors: Fine from Rs. 10,000 which may extend to Rs. 100,000.

2. Statutory Registers

7 to 8 Mandatory Registers to be maintained and updated from time to time

Penalty: Rs. 50,000 which may extend to Rs. 3,00,000 and
Further fine: Rs. 1,000 day for which the default continues.

3. Board Meeting Compliances

1st Board Meeting thirty days of date of incorporation and
One Board Meeting to be held in each quarter of the financial year.
Minutes of meeting to be prepared,
Notice of Meeting should be given
Attendance Register of every meeting to be maintained.

Company: Fine from Rs. 25,000 and
Director in default: liable to a penalty of Rs. 5,000. Non-compliance in Issue of Notice of Meeting, Director shall be liable to a penalty of Rs. 25,000.

4. Annual General Meeting (AGM) Compliance

AGM to be held every year
Minutes of AGM to be prepared
Notice of AGM should be given in advance. Attendance Register of every General meeting to be maintained.

Default in holding AGM:
Company and Directors: in default shall be punishable with fine which may extend to Rs. 1,00,000 and Rs. 5,000 for every day of delay
Minutes Book Maintenance:
Company: Penalty upto Rs. 25,000
Directors in default: shall be liable to a penalty of Rs. 5,000.

5. Annual ROC Filings w.e.f 01/04/2014
Filing Annual
Return (MGT-7)
Filing Financial Statements
ADT-1 (Auditor Appointment)
Every company is required to file its Annual Return(MGT-7) with the ROC within 60 days of AGM.
The Financials(AOC-4) also to be filed within 30 days of AGM.
The Auditor Appointment (ADT-1) to be filled within 15 days from the AGM.
Additional ROC Filing Fees: Upto 12 times of normal filing fees for each Form separately i.e. MGT-7, AOC-4 & ADT-1 (Depending on the Delay time)
Company: Shall be punishable with fine of Rs. 50,000 which shall extend to Rs. 5,00,000 and
Director in default: shall be punishable with imprisonment upto 6 Months or with Minimum Fine of Rs. 50,000 which may extend to Rs 5,00,000 or with both.

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