- ROC COMPLIANCES:
- Form Filings Annual: (AOC-4)/ AOC-4 XBRL, MGT-7)
- Event Based filing: (DIR-3 KYC, DIR-12, E-Form DPT-3, E-FORM MSME-1)
- Drafting of minutes, registers, board report etc
- Conducting Meetings: Board Meeting, General Meeting
- TAX RETURNS:
- Goods And Service Tax (GST)
- Tax Deducted at Source (TDS)
- Income Tax (IT)
- AUDITS:
- Labour Law Compliances
- Statutory Audit
- LABOUR LAWS:
- Employee Provident Fund Return (EPF Return)
- Employees State Insurance ESIC Return
- CONTRACTS AND AGREEMENTS:
- Articles of Association (AOA)
- Employment Agreements
- Funding/ Investment Agreement
- Lease Agreement
- LLP Agreement
- Non-Disclosure Agreements
- Shareholders’ Agreement
- Software Development Agreement
- Trademarks Agreement
- Vendor Agreements
- Website Terms of use Agreement
- ROC COMPLIANCES
I. FORM FILING’s ANNUAL
A. E-Form AOC-4 & AOC-4XBRL
(Form for filing financial statement and other documents with the registrar)
Introduction:
The financial statements of a company must be filed with the Ministry of Corporate Affairs every year. Form AOC 4 is for filing the company’s financial statement for every financial year with the Registrar of Companies. Hence, Form AOC-4 is submitted with the MCA for each Financial Year within 30 days of a company’s annual general meeting. AOC-4 must be certified by a practicing Chartered Accountant or Company Secretary.
In case of consolidated financial statement which is filed to the Registrar of companies in the particular year, the companies will file the AOC 4 CFS.
Due Date of filing AOC-4
| Sr. No | Nature of Compliance | Due date of Filing |
| 1 | Date of conducting AGM | Within 6 months of end of financial year |
| 2 | Due Date of filing of form AOC-4/ AOC-4 XBRL | Within 30 days of conducting AGM |
B. E-FORM MGT-7/7A:
Introduction:
A registered company must file an annual return with the Registrar of Companies (ROC). It is mandatory compliance for all registered companies to file the annual return vide form MGT-7. The form MGT-7 is an electronic form by the Ministry of Corporate Affairs (MCA) to all the corporations to file their annual return details.
Due date of filing Form MGT-7
MGT-7 must be filed within 60 days of the date of the Annual General Meeting. The annual general meeting must be held on or before the 30th of September following the conclusion of a financial year.
II. FILING OF E-FORMS’ EVENT BASED
A. E-FORM DIR-3 KYC
Introduction:
Director identification number (DIN) refers to a unique identification number allotted to an individual who is willing to be a director or is an existing director of a company. DIN is obtained by filing an application in e-Form DIR-3. However, now with an update in MCA’s registry, it becomes mandatory for all directors having DIN to submit their KYC details in e-Form DIR 3 KYC before 30th September of the immediately next financial year every year.
Due Date of Filing DIR-3 KYC
As per the provisions of Rule 12A of the Companies (Appointment and Qualification of Directors) Rules, 2014, every individual who is allotted DIN as of 31st March of a financial year must submit his KYC on or before 30th September of the immediately next financial year.
Penalty for Non-Compliance:
If the DIN holder does not file his annual KYC within the due date of each financial year, such DIN shall be marked as ‘Deactivated due to non-filing of DIR-3 KYC and shall remain in such Deactivated status until KYC is done with a fee of Rs.5000.
B. E-FORM DIR-12
Introduction:
Companies incorporated under the Companies Act, 2013 are mandated to file a DIR 12 form on the official portal of MCA.
The form is filed to notify the Registrar of Companies about the detail relating to the Change/ appointment/Resignation of directors and other officials. The filing of DIR 12 should be done within 30 days of such subject matters.
Instances when the Filing of DIR-12 Form becomes Mandatory:
DIR-12 form is filed in the following circumstances:
- Appointment of the Director
- Resignation of the Director
- Or Change in Director’s designation.
C. E-Form DPT-3
Purpose of E-form
As this form introduced in 2019, the basic purpose of this forms are:
- To get information of Deposits received by the Company
- To get entity wise information of loan received by the Company
- To check compliance of Section 73 by Company
- To keep control over the Companies from acceptance of Loan, Deposits and Advance.
Due date of filing:
The due date for filing the annual return is 30th June of every year.
D. E-FORM MSME-1
Introduction:
Specified companies should file Form MSME-1 when payments are due to MSME for more than 45 days from the date of acceptance of the services or goods, along with the reason for its delay. Specified companies are companies-
- That has obtained goods or services from the MSME.
- Whose payments to the MSMEs exceed 45 days from the date of acceptance or deemed acceptance of the goods or services.
Due Date for Filing Form MSME-1:
MSME-1 is a half-yearly return that the specified companies must file with the MCA. Below are the due dates for filing Form MSME-1:
| Sr. No. | Due Date | Period for which MSME-1 is filed |
| 1. | 30 April | For October-March period |
| 2. | 31 October | For April-September period |
III. DRAFTING OF MINUTES, REGISTERS, BOARD REPORT ETC
A. Board Report
As a move towards greater corporate transparency, a Directors / Board report is a financial document that is required to file at end of the financial year by the Companies. It is a financial disclosure made by director to the shareholders of the company in order to maintain transparency in the company to help stakeholders of the company to understand the current financial status of the company and future scope & Growth. Section 134 of the Companies Act, 2013 has laid down provisions related to financial statement, Board’s report, etc.
B. Drafting of minutes
Every company shall cause minutes of the proceedings of every general meeting of any class of shareholders or creditors, and every resolution passed by postal ballot and every meeting of its Board of Directors or of every committee of the Board, to be prepared and signed in such manner as may be prescribed and kept within 30 days of the conclusion of every such meeting concerned, or passing of resolution by postal ballot in books kept for that purpose with their pages consecutively numbered.
A. distinct minute book shall be maintained for each type of meeting namely:
1. General Meetings of the Members
2. Board Meeting of the Directors
3. Meetings of each Committee of the Board
4. Meetings of the Creditors
C. Place of Keeping Minutes:
Minutes of the Meeting shall be kept at the registered office of the company or at such other place as may be approved by the Board.
D. Maintenance of Registers
List of Registers to be maintained by the Company manually
| Sr. No | Form | Register |
| 1 | MGT-1 | Register of Members |
| 2 | MGT-2 | Register of Debenture holders Register and Index of Beneficial Owner |
| 3 | MGT-3 | Foreign Register of Members, Debenture holders, other security holders or beneficial owners residing outside India |
| 4 | Form BEN-3 | Register of Significant Beneficial Owner |
| 4 | Form SH-2 | Register of Renewed and Duplicate Share Certificate |
| 5 | Form SH-3 | Register of Sweat Equity Shares |
| 6 | Form SH-6 | Register of Employee Stock Options |
| 7 | Form SH-10 | Register of Shares or Securities Bought Back Register of Directors and KMPs Register of Deposits |
| 8 | Form CHG-7 | Register of Charges |
| 9 | Form MBP-2 | Register of Loans/Guarantee/Security and Acquisition by Company |
| 10 | Form MBP-3 | Register of Investments not held in its own name |
| 11 | Form MBP-4 | Register of Contracts or Arrangements in which Directors are interested |
IV. CONDUCTING MEETINGS
A. BOARD MEETINGS:
The first board meeting has to be held within the first 30 days. Additionally, a minimum of 4 board meetings must be held in a span of one year. Also, there cannot be a gap of more than 120 days between two meetings.
In the case of small companies or one person company, at least two meetings must be conducted, one in each half of the financial year. Additionally, the gap between the two meetings must be at least 90 days.
B. GENERAL MEETING
According to Section 96(1) of the Companies Act,2013, a meeting known as an Annual General Meeting is required to be held by every company other than ‘one person company’ every year. The company shall specify the meeting as such in the notices calling Annual General Meeting.
First AGM – within a period of 9 Months from the date of closing of the First Financial Year of the company.
Subsequent AGM – within a period of 6 Months from the date of the closing of the Financial Year.
Moreover Not more than 15 months shall lapse between the date of one annual general meeting of a company and that of the next.
- TAX RETURNS
I. GOODS AND SERVICE TAX (GST):
Introduction:
A GST Return India is a form that shall be filed by every registered taxable person. Further, GST Return can be furnished either through the portal or GST software such as Masters India GST Solution. Furnishing GST Returns helps the GST authorities carry out taxpayer’s assessment. Hope, now you understand what are GST returns.
The common details that a GST Return carries are:
- Inward supplies
- Outward supplies
- Output GST Liability
- Input tax credit or ITC
II. TAX DEDUCTED AT SOURCE (TDS)
Introduction:
TDS or Tax Deducted at Source is income tax reduced from the money paid at the time of making specified payments such as rent, commission, professional fees, salary, interest etc. by the persons making such payments. Usually, the person receiving income is liable to pay income tax.
III. INCOME TAX (IT)
An Income tax return (ITR) is a form used to file information about your income and tax to the Income Tax Department. The tax liability of a taxpayer is calculated based on his or her income. In case the return shows that excess tax has been paid during a year, then the individual will be eligible to receive a income tax refund from the Income Tax Department.
- AUDITS
I. STATUARY AUDIT:
Introduction:
A statutory audit is a mandatory audit of a company’s financial records by an external entity. This audit is mandated by statute or law that governs an organization’s principles and ethics.
In general, a statutory audit is conducted by examining bank accounts, financial statements, transactions, bookkeeping records, ledgers, and other critical documents that are submitted for tax purposes and Govt requirements.
But it can also include business operations-related documents such as invoices, purchase orders, bills, challans, and more.
- LABOUR LAW
I. Employee Provident Fund Return (EPF Return)
Introduction:
Employees Provident Fund is a retirement benefit scheme for all salaried people and this fund is maintained by Employees Provident Fund Organization of India (EPFO) and any company having 20 employees or more is required to register with EPFO.
EPF Registration is mandatory for companies/organizations having more than 20 individuals. Registration can be done online and offline both but preferably done with online mode.
II. Employee State Insurance Return (ESI RETURN)
Introduction:
Employees’ State Insurance (ESI) is self-financing social security and health insurance scheme for the Indian Workers, which is an autonomous corporation governed by Ministry of Labour and Employment. This Fund of ESI is managed by Employee State Insurance Corporation (ESIC) and its rules regulations. All entities registered under ESI registration must file ESI returns which is due half yearly.
- CONTRACTS AND AGREEMENTS
- Articles of Association (AOA)
- Employment Agreements
- Funding/ Investment Agreement
- Lease Agreement
- LLP Agreement
- Non-Disclosure Agreements
- Shareholders’ Agreement
- Software Development Agreement
- Trademarks Agreement
- Vendor Agreements
- Website Terms of use Agreement
