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Mandatory Compliance checklist for Private Limited Company In search of
(https://taxguru.in/company-law/mandatory-compliance-checklist-private-
limited-company.html) sustainability
In search of
sustainability
 Jyoti Gohil (https://taxguru.in/author/jg20/) | Hindustan Times

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 (https://taxguru.in/wp-admin/post.php?post=762966&action=edit) 19 Mar 2021
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accelerating The Companies Act, 2013
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Online TDS
Global Biofuel. Quick checklist of all mandatory

Software for CAs Compliances for Private Limited Company

A business registered in India is required to

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The compliance checklist for Private Limited companies is as follows:

Particular Due date

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Disclosure of Directors Interest by Directors – Form MBP-1 Every first Board
Every Director of the Company in First Meeting of the Board of Director in Meeting of the of
each Financial Year shall disclose his interest in other entities. relevant Financial
Directorship of other company year
Every Director is
Partnership firm where he/she is partner
required to submit
Shareholding of more than 2% in other Company with the Company a
List of relatives of Director fresh MBP-1,
whenever there is
change in his
interest from the
earlier given MBP-1
MBP-1 is not
required to file with
ROC

Disclosure of Non- Disqualification by Directors – Form DIR-8 Every first Board

Every Director of the Company in each Financial Year will file with the Meeting of the of
Company disclosure of non-disqualification. relevant Financial
It is declaration that Director was not disqualified to act as Director during the year
FY 2020-21. (i.e. previous FY)

Delay in Payment to MSME Vendor: Form MSME – 1 Half yearly Return

Company has to file this return half yearly in respect of pending payments to April to Sep
MSME vendors as at end of half year. – 30th
All outstanding dues of more than 45 days payable to Micro or Small
October
Enterprises suppliers.
October to
March –
30th April

There is no filing
fee for this form.

KYC of Directors – Form DIR – 3 KYC and Web KYC of all Directors. On or before 30th
KYC of Directors requires verification of email OTP and mobile OTP both at September every
a time. OTP expires within 10 minutes. year for all the
If email or mobile number of Director is changed filing of DIR-3 KYC is directors of the
required. For change in other details of Director such as address form DIR-6 Company.
is required to be filed.
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Return of Deposit: Form DPT-3 Every year on or
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Return of deposits that companies must file to furnish information about before 30th June in
deposits and/or outstanding receipt of loan or money other than deposits. respect of return of
Mandatory Auditor certificate : – if the Form is filed Deposit.
Due date :
“return of Deposits” or
30/06/2021
“return of Deposits as well as Exempted Deposits
Circulation of Financial Statement & other relevant Documents Company shall
Company will send to the members of the Company approved Financial send to the
Statement, Directors’ Report and Auditors’ Report at least 21 clear days Members of the
before the Annual General Meeting. Company approved
Financial
Statement,
Directors’ Report
and Auditors’
Report at least 21
clear days before
the date of AGM.

Directors’ Report shall be prepared by mentioning all the information Company shall
required for Company under Section 134 read with relevant rules and send to the
relevant provisions of other Act. Members of the
It should be signed by the “Chairperson” authorized by the Board, where he Company approved
is not so authorized by at least 2 Directors one of them MD if there is any. Financial
Statement,
Directors’ Report
and Auditors’
Report at least 21
clear days before
the date of AGM.

Notice of AGM. Due last date :

Include following agenda where shareholders’ approval are required; 30/09/2021
appointment of Auditors, (if term expires)
Directors (if appointed during the year/ Rotation of Director).

ETC as and when required event based.

MD and WTD require to be re-appointed after expiry of every
five years by the Shareholders.

Financial Statement: Form AOC-4 Due date – Filing

Company is required to file its Balance Sheet along with Statement of Profit within 30 days of
and Loss Account, Cash flow statement, Directors’ Report and Auditors’ AGM.
Report in this form within 30 days of holding of Annual General Meeting. Due date of AGM :
Criteria for XBRL Filling 30/09/2021

If paid up capital is more than Rs. 5.00 Cr. or

Turnover is more than Rs. 100.00 Cr.

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Annual Return – Form MGT-7 If Company has
Annual Return will be for the period 1st April to 31st March. website Annual
Annual Return requires all dates of Board Meetings and names of Directors Return (MGT-9)
present in the meetings. Also requires names of Directors who remained requires to be
placed on website
present in AGM. This is to be supported by signing attendance.
of the Company.
Transfer of shares, if any, to be reported requires supporting of executed
Penalty – Rs. 100/-
transfer form with proper stamp duty payment and Board resolution for
per day from date
approval of transfer of shares.
of failure of return
Last date – filing
within 60 days of
AGM Last date of
AGM 30/09/2021

Report from Practicing Company Secretary – Form MGT-8 – Filing requires with
Private Company having :- Annual Return
paid up share capital of 10 Crore or more or turnover of Rs. 50 crore or more MGT-7.
Shall be certified by a Company Secretary in Practice. Certificate MGT – 8
Need to file with Annual return – Form MGT -7 With UDIN number.
Back dating is not
possible.

Appointment/Resignation/Change in Designation – Form DIR-12 of Due date of filing –

Director within 30 days of
if there is change in designation of Director at the AGM or Appointment or meeting
Resignation of Director.
Regularization of Additional Director
If company wants to appoint additional director as director, then it shall
regularize the person as director in General Meeting by passing Shareholder
Resolution. File form DIR-12 for Change in Designation of Director along
with ordinary resolution within 30 days of AGM.

Appointment of Auditor – Form ADT-1 Due date within 15

Form ADT- 1 is filed by every company to intimate the Registrar Of days of Auditor
Companies about the appointment of an auditor after the conclusion of its appointment
Annual General Meeting (AGM) under fourth proviso to sub-section (1) of
section 139 of The Companies Act, 2013.
Auditor will be appointed for 5 (Five) years and form ADT-1
will be filed for 5-year appointment
After that every year in AGM, Shareholder will ratify the
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Auditor but there is no need to file ADT-1. Ads by
Form ADT -3 Resignation by Auditor

Filing Special Resolution : Form MGT-14 Due date within 30

Filing of resolutions with the ROC regarding Board Report and Annual days of AGM
Accounts. The details of the resolutions passed should be filed.
Special resolution passed in AGM
ACTIVE Company Tagging – Form INC-22A On or before 25th
All companies registered before 31st December 2017 are required to file e- April 2019.
Form ACTIVE (Active Company Tagging Identities and Verification)– INC-
22A on or before 25th April 2019.
Failure to file e-Form Active will lead to a penalty of Rs. 10,000.

Declaration of Commencement of Business – INC 20A Every company

The following companies are not required to file form 20A: required to file form
Companies incorporated before 2 November 2018 (i.e. before 20A shall file the
same within 180
the commencement of the Companies (Amendment)
days of its
Ordinance, 2018). incorporation.
Companies incorporated after 2nd November 2018 without An additional period
share capital. of 180 more days /
6 months is allowed
as notification dated
24/03/2020

Return to the Registrar in respect of declaration under Sec 90 – Applicable to all

Form BEN -2 companies 30 days
Details of Significant Beneficial Owners (SBOs’) from the date of
In simple words, Beneficial Owners are the shareholders holding Significant receipt of such
declaration (BEN –
Beneficial Ownership (SBO) of not less than 10% of the shareholdings or
1)
voting rights of the company either directly or indirectly.
Form BEN-3: Register of beneficial owners holding
Significant beneficial interest.

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Form BEN-4: Notice to member seeking information
in accordance with section 90. Ads by

Appointment of Company Secretary – Section 203 Within 30 days from

Private Company having paid up share capital of Rs. 5 crore more required resolution passed in
to appoint whole time Company Secretary. meeting.
 Maintenance of Statutory Registers.
Company will maintain the following mandatory Registers:
Register of Director,
Registers of Director Shareholding,
Registers of Members
Registers of Transfer
Registers of Related Party transaction etc.

Other register as per companies act , 2013

Board Meetings – 173 & SS-I Every board

Every Company shall hold a minimum number of FOUR meetings of its meeting is required
Board of Directors every year in such a manner that maximum gap between to fulfill the
the two meetings should not be more than 120 (One hundred twenty) days. condition of quorum
which is 1/3 of the
Notice of Board Meeting must be given 7 days prior to the meeting. Notice
total number of
can be delivered either by hand, through registered post or electronic
directors of the
means. company or two
whichever is higher

Notice of AGM 101 & SS-II 2 members present,

Every Notice of the Annual General Meeting will be prepared as per Section shall be the quorum
101 of the Companies Act, 2013 and Secretarial Standard – II. for a meeting of the
company.

Event Based Compliances

These are triggered based on happening of certain events. There is paperwork that needs
to be done for the same and there are various deadlines for these tasks. In case of non-
compliance or even a missed deadline there can be penalties, additional fees or a
compounding of offence, etc. Hence, it is necessary that the happening of such events be
tracked and compliances met with on time.

1. Change in Director / KMP

2. Increase in Authorized Share Capital

3. Increase in Paid-up Share Capital

4. Change in registered office

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5. Change in secured borrowing (Creation, modification and satisfaction of charge)
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6. Change of name of company

7. Conversion of company

8. Filing of resolution and agreements

9. Revision in payment of remuneration to Managing or whole time Director

 Communicate topics
efficiently
Mind the Graph

10. Appointment/ resignation of Auditors

11. Declaration of Dividend

12. Transfer of unpaid/ unclaimed dividend to IEPF

13. Loans given to other Companies 11.Creation/ Modification of Charge

14. Repayment of Loan in full for satisfaction of Charge

15. Transfer of shares

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