COMPANY ANNUAL COMPLIANCES

Every company registered under the Companies Act, 2013 — whether Private Limited, Public Limited, One Person Company (OPC), Section 8 Company, or Producer Company — must comply with a set of annual filings and statutory requirements. These compliances ensure transparency, accountability, and proper corporate governance.

1. Types of Annual Compliances

A. Mandatory Annual Compliances (Applicable to All Companies)

2.Board Meetings

• Minimum 4 Board Meetings every year (for private/public Companies)
• OPC needs 1 Board Meeting every 6 months
• Maximum gap between two meetings: 120 days

3.Annual General Meeting (AGM)

• Must be held once a year
• Must be held within 6 months of financial year end (i.e., on or before 30th September).
• First AGM : within 9 months of incorporation

4.Financial Statement Filing (Form AOC-4)

• Filed within 30 days of AGM
• Includes Balance Sheet, P&L account, Cash Flow, notes to accounts

5.Annual Return Filing (Form MGT-7 / MGT-7A)

• Filed within 60 days of AGM
• Includes details on shareholding, directors, meetings, changes, etc.
• MGT-7A for small companies & OPCs.

6.Directors’ Report

Must include:

• Financial summary
• Board meeting details
• CSR activities (if applicable)
• Related party transactions
• Directors’ responsibilities
• Auditor's remarks & Board comments

7.Income Tax Return (ITR-6)

• Must be filed every year on or before 30th September

Auditor Appointment (Form ADT-1)

• Filed after AGM for appointment or reappointment of auditor.
• Auditor appointed for 5 years

2. Event-Based Compliances

These compliances arise only when a company performs certain actions:

1. Change in Directors (DIR-12):
   Filed within 30 days of appointment or resignation.
2. Increase in Authorized Capital (SH-7):
   For approval of enhanced capital.
3. Allotment of Shares (PAS-3):
   Filed within 30 days of allotting shares to shareholders.
4. Change in Registered Office (INC-22):
   Filed within 30 days of shifting office.
5. Change in MOA/AOA (MGT-14):
   For alteration in company charter documents.
6. Transfer of Shares
   Proper share transfer forms and entries must be maintained.
7. Charge Creation / Modification (CHG-1, CHG-4):
   Mandatory for loans and mortgages

3. Annual Compliances for Different Types of Companies

A. Private Limited Company

• Board Meetings
• AGM
• AOC-4
• MGT-7
• ADT-1
• ITR-6
• Maintenance of statutory registers

B. One Person Company (OPC)

• Only 1 Board Meeting every 6 months
• Only MGT-7A(simplified annual return)
• AOC-4
• ITR-6

C. Public Limited Company

• Audit Committee & CSR Committee (if applicable)
• Minimum 4 Board Meetings
• Secretarial Audit (for certain companies)
• Filing of all financial and annual returns
• Listing compliances (if listed)

D. Section 8 Company

• No requirement of minimum capital
• AGM compulsory
• Form AOC-4 & MGT-7
• CSR rules apply if eligible

E. Producer Company

• 4 Board Meetings
• AGM before 30th September
• Filing of :
      o AOC-4
      o MGT-7
      o ADT-1

4. Statutory Registers to Maintain

Every company must maintain the following registers:

• Register of Members
• Register of Directors & KMP
• Register of Charges
• Register of Loans & Investments
• Minutes Books (Board Meetings & AGMs)
• Books of Accounts

5. Penalties for Non-Compliance

Non-compliance leads to:

• Heavy financial penalties on company & officers
• Additional fees for late filing
• Disqualification of directors
• Company may be struck off by MCA

Late Fees: ₹100 per day for AOC-4 & MGT-7 (no upper limit).

6. Benefits of Timely Compliance

• Avoid penalties and legal action
• Better reputation and credibility
• Easy loan approvals and government tenders
• Smooth business operations
• Ensures corporate governance