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Roc Forms & Secretarial Practice
Roc Forms & Secretarial Practice
Roc Forms & Secretarial Practice
Event description Section Form No. Due date Details Reqd/ List of Attachments
INCORPORATION
• Availability of Name 20 1A — 3-4 Names,Significance of the names,
Authorised Capital,Proposed
objects,Provsnl DIN of Min 2 directors
& DSC for 1 director
• Registration
— Private Limited Company 12, 33, 146, 303 1, 18, 32 — MOA & AOA on stamp paper,Power of
Attorney to collect Cert/ Make changes
in MOA/AOA, List of subscribers,
Consent letter of directors, Police
station of regd office,Approved DIN of
directors
— Public Limited Company 12, 33, 146, 266, 303 1, 18, 32, —
ALTERATION OF MAA
• Change of Name 21 1A — BOD resolution for change of name &
reasons for change of name
CONVERSION OF
Private to Public 44, 23 23 30 days
DEPOSITS
Acceptance of Deposits 58A — Prior to Acceptance 30th
June
Return of Deposits F 30th June
62
ROC FORMS & SECRETARIAL PRACTICE
Event description Section Form No. Due date Details Reqd/ List of Attachments
SHARE CAPITAL
DEBENTURES & SECURITIES
• Issue – Where Prospectus is issued 60 Prospectus Before Issue
BUY-BACK OF SECURITIES
• Declaration of Solvency 77A(6) 4A 30 days
149(2)(a) 20 — do —
• Annual Returns for Company with Share Capital 159 Part II of Sch. V, 60 days of AGM or AGM due List of directors, shareholders, share
Form 20B transfers, date of last AGM & Current
AGM, extension letter for AGM if any
— Without Share Capital 160 21A 60 days of AGM or AGM due Details of directors, shareholders,
statement of liabilities/indebtedness &
DSC of 2 directors
• Annual Accounts 220 23AC (B/S) 30 days Audited BS/PL & Auditors Report, Date
of AGM, PAN & M No of Auditor
23ACA(P&L)
219 23AB 30 days
• Secretarial Compliance Certificate 383A 66 30 days of AGM Compliance Certificate from Co Secy,
Date of AGM
DIVIDEND
Interim & Final Dividend No Form
DIRECTORS
• Acceptance of Directorship of Public Co. 264, 266 274(1)(g) 32 & 32 30 days Consent Letter, Approved DIN
Addendum
DD-B & DD-C
• Appointment of Managing/Wholetime Director/Manager 269 25C 90 days Notice, Explanatory statement, Extract
of resolution,
• Appointment or change in Director/Secretary 303 32 & 32 30 days Consent Letter, Approved DIN, PAN of
Secy
Addendum
• Appointment of Relative of Director with remuneration between 314(1)(b) 23 30 days
Rs.10,000/- and Rs.50,000/-p.m.
Notice, Explanatory statement, Extract
of resolution,
• Appointment of Relative of Director with remuneration 314(1)(b) 23 30days
exceeding Rs.50,000/-p.m.
ROC FORMS & SECRETARIAL PRACTICE
Event description Section Form No. Due date Details Reqd/ List of Attachments
REGISTRATION OF CHARGES
• Creation/Modification* 125, 127, 135 8 30 days Instrument: Hypothecation/Mortgage
deed, Sanction letter, Name, Address &
email of bank, DSC od director &
banker, Details of Previous
modification/creation together with
Charge ID No.
• Alterations of :
a) Memorandum, Charter or Articles 593 49 & 52 On/before 31st Jan. of the
year following the year in
b) Registered or Principal Office which alterations are made
c) Director/Secretary for (a), (b) & (c) 30 days for
(d) and (e)
d) Person authorised to accept service
of document
e) Principal place in India
• Copies of Accounts and Business places list 594 52 9 months of F.Y.
Remarks
Filing fees Rs. 500. Valid for 3 months. For renewal another Form 1-A to be filed
with filing fees of Rs. 500.
Form No. 1 on stamp paper of Rs. 10. 2 copies of MAA and proposed agreement
with the Managing/Wholetime Director/s (if any) are to be filed.
In addition to Form No. 1, MAA and the agreement as aforesaid, Form No. 29 for
each Director is also required to be filed.
Company shall keep a record relating to folio number, Certificate Number etc. in
respect of persons to whom the amount of unpaid or unclaimed dividend,
application money, matured deposit or debentures, interest accrued or payable,
for a period of three years
ROC FORMS & SECRETARIAL PRACTICE
Remarks
Seek availability of New Name from ROC along with Board Resolution.
Prior confirmation from Regional Director (application in Form 1AD), Pass Special
Resolution at GM. File with ROC a certified copy of confirmation of Regional
Director along with amended MA.
Pass Special Resolution at GM. File Petition to CLB and file copy with ROC.
Certified copy of Tribunal's order along with amended MAA with ROC of both the
states.
Pass Special Resolution at GM. File copy with ROC along with amended MAA.
Including expert's, letter of consent and statement that he has not withdrawn
his consent, copy of contracts. Share application form to be accompanied with
Form 2.
Prospectus to be vetted by SEBI.
Memorandum containing salient features of prospectus.
Return of allotment.
File with ROC with filing fees of Rs. 50 per transfer form (if nominal capital to be
transferred less than Rs. 5,000), otherwise Rs. 100.
If any one director or a person other than director along with consent in Form
1AB.
Upon receiving notice of withdrawal of consent.
If Prospectus has been issued.
Full particulars of past and present members once in six years — If shares are
listed on Stock Exchange to be signed by full time practising Company
Secretary.
Certified 3 copies of Balance Sheet, P & L A/c., Directors' Report, Part IV of Sch.
VI, Auditors' Report laid at AGM – If NOT adopted, statement of non-adoption
and reasons therefor.
One copy of abridged accounts in case of listed companies which can be issued
to members instead of the full accounts
Any Company not required to have a wholetime secretary but having a paid-up
capital of Rs. 10,00,000/- or more but less than Rs. 2,00,00,000/- shall file with
ROC a compliance certificate from a secretary in whole-time practice.
Open a separate Bank a/c within 5 days of declaration of final dividend & 5 days
of payment of interim dividend
To be filed in duplicate.
Along with certified copies of the instrument creating charge. Form No. 13 in
triplicate.
—
—
• Registration
— Private Limited Company 12, 33, 146, 303 1, 18, 32 — MOA & AOA on stamp paper,Power of 18 CA
Attorney to collect Cert/ Make changes
in MOA/AOA, List of subscribers, 32CA
Consent letter of directors, Police
station of regd office,Approved DIN of
directors
— Public Limited Company 12, 33, 146, 266, 303 1, 18, 32, —
2008-09 13
ROC FORMS SECRETARIAL PRACTICE
Event description Section Form No. Due date Details Reqd
ALTERATION OF MAA
• Change of Name 21 1A — BOD resolution for change of name &
reasons for change of name
CONVERSION OF
Private to Public 44, 23 23 30 days
DEPOSITS
Acceptance of Deposits 58A — Prior to Acceptance 30th
June
Return of Deposits F 30th June
62
2008-09 14
ROC FORMS SECRETARIAL PRACTICE
Event description Section Form No. Due date Details Reqd
SHARE CAPITAL
DEBENTURES & SECURITIES
• Allotment 75(1) 2 30 days List of Allottees/ Date of allotment
• Consolidation of share capital, Conversion of shares into stock, etc. 95 5 30 days Notice, Explanatory statement, Extract
of resolution,MOA & AOA amended
— Without Share Capital 160 21A 60 days of AGM or AGM due Details of directors, shareholders,
statement of liabilities/indebtedness &
DSC of 2 directors
2008-09 15
ROC FORMS SECRETARIAL PRACTICE
Event description Section Form No. Due date Details Reqd
ACCOUNTS, AUDIT AND SECRETARIAL COMPLIANCE
• Books of Account – Situation other than Registered Office 209 23AA 7 days BOD Resolution
• Annual Accounts 220 23AC (B/S) 30 days Audited BS/PL & Auditors Report, Date
of AGM, PAN & M No of Auditor
23ACA(P&L)
219 23AB 30 days
• Secretarial Compliance Certificate 383A 66 30 days of AGM Compliance Certificate from Co Secy,
Date of AGM
DIVIDEND
Interim & Final Dividend No Form
DIRECTORS
• Acceptance of Directorship of Public Co. 264, 266 274(1)(g) 32 & 32 30 days Consent Letter, Approved DIN
Addendum
DD-B & DD-C
• Appointment of Managing/Wholetime Director/Manager 269 25C 90 days Notice, Explanatory statement, Extract
of resolution,
• Appointment or change in Director/Secretary 303 32 & 32 30 days Consent Letter, Approved DIN, PAN of
Secy
Addendum
• Appointment of Relative of Director with remuneration between 314(1)(b) 23 30 days
Rs.10,000/- and Rs.50,000/-p.m.
Notice, Explanatory statement, Extract
of resolution,
• Appointment of Relative of Director with remuneration 314(1)(b) 23 30days
exceeding Rs.50,000/-p.m.
2008-09 16
ROC FORMS SECRETARIAL PRACTICE
Event description Section Form No. Due date Details Reqd
REGISTRATION OF CHARGES
• Creation/Modification* 125, 127, 135 8 30 days Instrument: Hypothecation/Mortgage
deed, Sanction letter, Name, Address &
email of bank, DSC od director &
banker, Details of Previous
modification/creation together with
Charge ID No.
• Alterations of :
a) Memorandum, Charter or Articles 593 49 & 52 On/before 31st Jan. of the
year following the year in
b) Registered or Principal Office which alterations are made
c) Director/Secretary for (a), (b) & (c) 30 days for
(d) and (e)
d) Person authorised to accept service
of document
e) Principal place in India
• Copies of Accounts and Business places list 594 52 9 months of F.Y.
2008-09 17
ROC FORMS SECRETARIAL PRACTICE
Remarks
Filing fees Rs. 500. Valid for 3 months. For renewal another Form 1-A to be filed
with filing fees of Rs. 500.
Form No. 1 on stamp paper of Rs. 10. 2 copies of MAA and proposed agreement
with the Managing/Wholetime Director/s (if any) are to be filed.
In addition to Form No. 1, MAA and the agreement as aforesaid, Form No. 29 for
each Director is also required to be filed.
Company shall keep a record relating to folio number, Certificate Number etc. in
respect of persons to whom the amount of unpaid or unclaimed dividend,
application money, matured deposit or debentures, interest accrued or payable,
for a period of three years
2008-09 18
ROC FORMS SECRETARIAL PRACTICE
Remarks
Seek availability of New Name from ROC along with Board Resolution.
Prior confirmation from Regional Director (application in Form 1AD), Pass Special
Resolution at GM. File with ROC a certified copy of confirmation of Regional
Director along with amended MA.
Pass Special Resolution at GM. File Petition to CLB and file copy with ROC.
Certified copy of Tribunal's order along with amended MAA with ROC of both the
states.
Pass Special Resolution at GM. File copy with ROC along with amended MAA.
2008-09 19
ROC FORMS SECRETARIAL PRACTICE
Remarks
Return of allotment.
Full particulars of past and present members once in six years — If shares are
listed on Stock Exchange to be signed by full time practising Company
Secretary.
2008-09 20
ROC FORMS SECRETARIAL PRACTICE
Remarks
Certified 3 copies of Balance Sheet, P & L A/c., Directors' Report, Part IV of Sch.
VI, Auditors' Report laid at AGM – If NOT adopted, statement of non-adoption
and reasons therefor.
One copy of abridged accounts in case of listed companies which can be issued
to members instead of the full accounts
Any Company not required to have a wholetime secretary but having a paid-up
capital of Rs. 10,00,000/- or more but less than Rs. 2,00,00,000/- shall file with
ROC a compliance certificate from a secretary in whole-time practice.
Open a separate Bank a/c within 5 days of declaration of final dividend & 5 days
of payment of interim dividend
To be filed in duplicate.
2008-09 21
ROC FORMS SECRETARIAL PRACTICE
Remarks
Along with certified copies of the instrument creating charge. Form No. 13 in
triplicate.
—
—
2008-09 22