Corporate Compliance

Company Incorporation, Annual MCA ROC Filings & Companies Act Governance.

Private Limited Company and LLP incorporation via MCA SPICe+, annual ROC filings (Form AOC-4, MGT-7), and DIR-3 KYC compliance.

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⚡Statutory Framework & Regulatory Summary

Corporate Compliance in India is regulated by the Ministry of Corporate Affairs (MCA) under the Companies Act 2013 and Limited Liability Partnership (LLP) Act 2008. Every incorporated company must hold an Annual General Meeting (AGM) and file audited financial statements in Form AOC-4 within 30 days and Annual Return in Form MGT-7 within 60 days of the AGM, alongside annual DIR-3 KYC for all directors.

✦ Practice Scope & Regulatory Overview

In modern commerce, statutory corporate governance directly dictates your eligibility for commercial contracts, bank borrowings, government tenders, and equity investments. Non-compliance invites severe penalties (up to ₹100/day per form), director disqualification, and corporate strike-off.

Our corporate compliance practice guides enterprises across every milestone of their corporate existence: from entity incorporation (Private Limited Company, LLP, Section 8 Company, or OPC) on the MCA V3 portal to ongoing corporate secretarial management.

We prepare and file annual ROC returns (Form AOC-4 and MGT-7/7A), complete annual Director KYC (DIR-3 KYC), draft Board Meeting minutes, maintain statutory registers, and manage event-based corporate filings (director changes, share capital increases, registered office shifts).

Key Deliverables & Scope of Work

✓New Company & LLP Incorporation via MCA SPICe+ Webforms (PAN, TAN, EPFO, ESIC, Bank A/c)
✓Annual ROC Financial Filing: Form AOC-4 / AOC-4 XBRL (Within 30 Days of AGM)
✓Annual ROC Return Filing: Form MGT-7 / MGT-7A (Within 60 Days of AGM)
✓LLP Annual Compliance: Form 11 (Annual Return) & Form 8 (Statement of Accounts)
✓Annual Director Identification Number KYC: Form DIR-3 KYC / Web KYC
✓Secretarial Maintenance: Board Resolutions, Notice of AGM/EGM, Minutes & Statutory Registers
✓Event-Based MCA Filings: Director Addition/Removal (DIR-12), Capital Increase (SH-7), Address Change (INC-22)

Documents Required Checklist

Statutory Preparation
1Identity Proof of all Directors / Partners: Self-attested PAN Card and Passport / Voter ID / Driving License
2Address Proof of all Directors / Partners: Bank Statement / Electricity Bill / Mobile Bill (not older than 2 months)
3Proof of Registered Office Address: Latest Electricity Bill / Gas Bill along with Rent Agreement & Owner NOC
4Class 3 Digital Signature Certificates (DSC) with USB tokens for all proposed signatories
5Memorandum of Association (MOA) & Articles of Association (AOA) / Executed LLP Agreement
6Audited Balance Sheet, Profit & Loss Statement, and Independent Auditor’s Report for the financial year

Step-by-Step Execution Methodology

Step 1

Entity Structuring & Name Approval

Selecting optimum corporate form (Pvt Ltd vs LLP) and filing RUN / SPICe+ Part A for MCA name reservation.

Step 2

SPICe+ Documentation & MCA Filing

Drafting MOA/AOA, obtaining Digital Signatures, and submitting integrated SPICe+ Part B forms to the Registrar of Companies.

Step 3

Incorporation & Post-Incorporation Setup

Securing Certificate of Incorporation (COI), PAN, TAN, bank account opening, and filing Form INC-20A Commencement of Business.

Step 4

Ongoing Annual ROC Governance

Drafting AGM notices, conducting annual financial audits, filing Forms AOC-4 & MGT-7, and completing annual DIR-3 KYC.

Frequently Asked Questions (FAQs)

Statutory & Practice Guidance

What are the mandatory annual MCA ROC filings for a Private Limited Company?

Every Private Limited Company must complete the following annual filings: (1) Form AOC-4 (Audited Financial Statements) filed within 30 days of the AGM, (2) Form MGT-7 or MGT-7A (Annual Return) filed within 60 days of the AGM, (3) Form DIR-3 KYC for all directors by September 30, and (4) Form DPT-3 (Return of Deposits / Outstanding Loans) by June 30.

What is the penalty for late filing of ROC annual returns (AOC-4 and MGT-7)?

Under the Companies Act 2013, the statutory late filing fee for Form AOC-4 and Form MGT-7 is ₹100 per day per form with no upper limit. Prolonged default can result in heavy additional fines on the company and directors, initiation of prosecution, and director disqualification.

What are the annual compliance requirements for a Limited Liability Partnership (LLP)?

An LLP is required to file: (1) Form 11 (Annual Return) on or before May 30 every year, and (2) Form 8 (Statement of Account & Solvency) on or before October 30 every year. If turnover exceeds ₹40 Lakhs or capital contribution exceeds ₹25 Lakhs, accounts must be audited by a Chartered Accountant.

What happens if a Director does not complete DIR-3 KYC before September 30?

If a director fails to file DIR-3 KYC or Web-based KYC on or before September 30, their Director Identification Number (DIN) is deactivated with the status marked as "Deactivated due to non-filing of DIR-3 KYC". To reactivate the DIN, the individual must submit the filing along with a mandatory government penalty fee of ₹5,000.

What is Form INC-20A (Commencement of Business) and when must it be filed?

Under Section 10A of the Companies Act 2013, every company incorporated after November 2, 2018, having share capital must file Form INC-20A within 180 days of incorporation. It certifies that each subscriber has paid the agreed share capital into the company's bank account. Failure prevents the company from borrowing funds or commencing operations.

What are the consequences of continuous non-filing of ROC returns for 2 or more years?

Continuous default for 2 or more consecutive financial years grants the Registrar of Companies (ROC) power to issue a Show Cause Notice under Section 248 and initiate strike-off (deregistration) of the company. Additionally, directors may be disqualified under Section 164(2) for a period of 5 years from acting as a director in any company.

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