INC-20A: Declaration for Commencement of Business

For companies registered in India post-November 2019 with a share capital, securing a Commencement of Business Certificate is a prerequisite before initiating any business activities or exercising borrowing powers. This certificate must be acquired within 180 days of incorporation by filing Form INC-20A.

Failure to obtain this certificate results in penalties, with the company facing a fine of Rs. 50,000 and directors being charged Rs. 1,000 per day for each non-compliance, underscoring the importance of promptly adhering to this regulatory requirement.

This is a crucial requirement under ROC compliance for newly incorporated company.

Appointment of Auditor and Filing E-form ADT-1

The first auditor must be appointed within 30 days of incorporation and ratified by the shareholders during the first Annual General Meeting (AGM). Following the AGM, Form ADT-1 confirming the auditor’s appointment must be filed with the Registrar of Companies (ROC) within 15 days.

Timely filing ensures smooth annual ROC compliance for private limited companies.

Board Meetings

The first board meeting should be held within 30 days of incorporation. Subsequently, companies must hold at least four board meetings every year, ensuring that the interval between two meetings is at most 120 days.

Further, the discussion in the meeting needs to be drafted and recorded in the minutes and maintained at the company’s registered office.

A notice should be given seven days in advance about the meeting’s date and purpose.

Annual General Meeting (AGM)

The first AGM should be conducted within nine months from the closure of the first financial year. For subsequent years, the AGM must be held every year within six months from the end of the financial year, ensuring that the gap between two AGMs is at most 15 months.

AGMs are held for approval of financial statements, declaration of dividends, appointment or re-appointment of auditors, commission, remuneration of directors, etc.

The meeting is held during business hours on a day that is not a public holiday. It shall occur at the company’s registration or the city, village, or town in which the registered office is situated.

Annual ROC Filings

Private Limited Companies must file annual accounts and returns to the companies’ registrar, disclosing the details of their shareholders, directors, etc.

As a part of theAs part of annual ROC compliance for private limited companies, the following forms are to be filed with the ROC:

AOC-4: Filing of Financial Statements

This form is for filing the company’s financial statements and must be submitted within 30 days following the Annual General Meeting (AGM).

MGT-7 – Annual Returns

Form MGT-7 (Annual returns) must be filed within 60 days of the annual general meeting

DIR-12: Appointment/Resignation of Directors

This form pertains to changes in the company’s directorship, including appointments and resignations, and must be filed within 30 days of such changes.

DIR-3 KYC: Director KYC Submission

Directors are required to submit their KYC details through Form DIR-3 by September 30th each year, provided their Director Identification Number (DIN) was allotted by March 31st of that year and the status is ‘Approved’. Failure to file DIN eKYC results in a penalty of Rs. 5000.

DPT-3: Return of Deposits

Companies must use this form to report details of deposits and other non-deposit receipts annually by June 30th.

Directors’ Report

An abridged version covering all required information for small companies under Section 134 must be prepared. It should be authorized by the Chairperson or at least two directors.

Maintenance of Statutory Registers and Books of Accounts

Companies must maintain and regularly update various statutory registers and records, including minutes of board meetings and AGMs, books of accounts, financial statements, and files with the ROC.