LLP Compliance

Expert Guidance on Compliance for Private Limited Companies

Compliance can be complex for private limited companies in India. The Companies Act, 2013 requires companies to address director appointments, shareholder meetings, Registrar of Companies filings, and other regulatory obligations.

LegallensIndia provides guidance and compliance solutions tailored to startups and established companies. Our team assists from incorporation through ongoing statutory obligations.

Get started with LegallensIndia to make company compliance easier to manage.

Compliance for a Private Limited Company

Compliance means adhering to applicable orders, rules, and requirements. A private limited company incorporated in India must comply with the Companies Act, 2013 and its obligations to the Registrar of Companies.

The law governs the appointment, qualification, remuneration, and retirement of directors, along with board meetings and shareholder meetings.

Registrar of Companies compliance is mandatory for every private limited company, irrespective of turnover or capital.

Types of Company Compliance

• Registrar Compliance: Obligations involving statutory filings and Companies Act requirements administered through the Registrar of Companies.
• Non-Registrar Compliance: Tax, employment, environmental, competition, factory, and other requirements administered outside the Registrar of Companies.

ROC Compliance Categories

• Annual Compliance: Regular yearly filings and disclosures, including annual returns and financial statements.
• Event-Based Compliance: Filings triggered by events such as changes in management, share capital, or registered office.
• Other Compliance: Director KYC, statutory registers, and other obligations required to maintain the company's legal status.

Annual Compliance for Private Limited Companies

INC-20A: Commencement of Business

Companies incorporated after November 2019 with share capital must obtain the commencement certificate before starting business or exercising borrowing powers. Form INC-20A must be filed within 180 days of incorporation. The supplied content states a company penalty of ₹50,000 and a director penalty of ₹1,000 per day for default.

Appointment of Auditor and ADT-1

The first auditor must be appointed within 30 days of incorporation and ratified by shareholders at the first Annual General Meeting. Form ADT-1 should be filed within 15 days after the AGM.

Board Meetings

The first board meeting should be held within 30 days of incorporation. The company should subsequently hold at least four board meetings each year, with no more than 120 days between meetings. Seven days' notice should state the date and purpose, and minutes should be maintained at the registered office.

Annual General Meeting

The first AGM should be conducted within nine months from the end of the first financial year. Later AGMs should be held within six months from the financial year end, with no more than 15 months between two AGMs.

AOC-4: Financial Statements

The company's financial statements should be filed through Form AOC-4 within 30 days after the Annual General Meeting.

MGT-7: Annual Return

The annual return in Form MGT-7 should be filed within 60 days after the Annual General Meeting.

DIR-12: Director Changes

Appointments, resignations, and other directorship changes should be reported through Form DIR-12 within 30 days of the change.

DIR-3 KYC

A director whose DIN was allotted by 31 March and remains approved should complete DIR-3 KYC by 30 September each year. The supplied content states a ₹5,000 fee for failure to file DIN eKYC.

DPT-3: Return of Deposits

Companies should report deposits and specified non-deposit receipts annually through Form DPT-3 by 30 June.

Company Meetings and Records

• AGM Business: Approval of financial statements, declaration of dividends, auditor appointment or reappointment, and director remuneration.
• Meeting Location: The supplied content states that an AGM is held during business hours on a non-public holiday at the registered office or within its city, village, or town.
• Directors' Report: An abridged report containing the required information for a small company under Section 134 should be authorised by the chairperson or at least two directors.
• Statutory Registers: Companies should maintain registers, board and AGM minutes, books of account, financial statements, and ROC filing records.
• Document Circulation: Approved financial statements and directors' and auditors' reports should be sent to members at least 21 clear days before the AGM.

Annual Compliance Due Dates

Event-Based Compliance

In addition to annual filings, a company must complete the applicable forms when specified events occur. The supplied content identifies the following examples:

• Change in authorised or paid-up share capital.
• Allotment or transfer of shares.
• Loans given to other companies.
• Loans given to directors.
• Appointment and remuneration of a managing or whole-time director.
• Opening or closing a bank account or changing bank signatories.
• Appointment or change of the statutory auditor.

The relevant form should be filed with the Registrar within the specified period. Delay may attract additional fees or penalties.

Non-Registrar Compliance

These obligations are administered outside the Registrar of Companies but remain necessary for lawful business operations.

Periodic Tax Payments

• Goods and Services Tax.
• Tax Deducted at Source.
• Tax Collected at Source.
• Advance tax.
• Professional tax.

Periodic Returns and Reports

• Monthly, quarterly, or annual GST returns.
• Quarterly TDS returns.
• Income Tax Returns.
• Tax audit reports.
• Half-yearly Employees' State Insurance Corporation returns.
• Provident Fund returns.
• Professional tax returns.

Other Regulatory Reporting

Depending on the business, compliance may arise under the Environment Protection Act, Competition Act, Factory Act, and other laws.

Penalty for Non-Compliance

Non-compliance with the Companies Act can lead to penalties for the company and its defaulting members. Fines may continue for the period of default, and delayed annual filings may attract additional fees.

Companies should complete their obligations promptly to reduce penalties and financial consequences.

Streamline Company Compliance with LegallensIndia

LEDGERS Compliance Platform

The LEDGERS platform helps entrepreneurs manage compliance obligations, track deadlines, and generate reports.

Dedicated Advisor

A dedicated Compliance Manager acts as the company's point of contact and assists with company-compliance matters.

Accounting

The Compliance Manager assists with maintaining accounts and preparing financial statements at the end of the financial year.

Secretarial Services

Support includes board meetings, the Annual General Meeting, minutes, the Directors' Report, and the annual report.

MCA Annual Return Filing

The team prepares the documents needed for the Annual General Meeting and the company's MCA annual return. The supplied content refers to an MCA annual-return date of 30 September.

Income Tax Return Filing

Company income tax returns must be filed irrespective of income, profit, or loss, including for dormant companies. The Compliance Manager prepares the documents and files the return.

Contact LegallensIndia to simplify ongoing private limited company compliance..