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ANNUAL COMPLIANCE OF PRIVATE LIMITED

Do you know what compliances are applicable to Private Limited Companies? If not then need not to worry CRSPL will let you know. As we know navigating compliances can be a complex and challenging task, hence it should be done under the guidance of experts.

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Overview

A Private Limited Company in India must follow the certain statutory and regulatory requirements every year to remain legally compliant. These compliances include filings with the Ministry of Corporate Affairs (MCA), tax authorities and other regulatory bodies. Annual compliance ensures accountability and transparency, maintains the companyโ€™s active status and also avoids various legal penalties and complications.


Why 

  1. Legal Requirement โ€“ As per the Companies Act, 2013, every registered Private Limited Company must file annual returns and financial statements.
  2. Avoiding Penalties โ€“ Non-compliance may lead to heavy fines, prosecution of directors, and even disqualification.
  3. Building Credibility โ€“ Investors, banks, and other stakeholders consider compliant companies more trustworthy.
  4. Maintaining Active Status โ€“ Regular compliance prevents your company from being struck off by the Registrar of Companies (RoC).
  5. Smooth Operations โ€“ Proper compliance ensures the company can participate in tenders, raise funds, and expand business without legal hurdles.

List of Compliances for Private Limited Companies

Triggering Provision Detailed Provision Statutory Timeline Due Date Required Form
Section 10 A Declaration of commencement of business Within 180 Days from the incorporation date Within 180 Days from the incorporation date  INC- 20A
Section 89 (6) Intimation of declaration received under Section 89 Within 30 days from the date of receipt of the declaration by the company Within 30 days from the date of receipt of the declaration by the company MGT-6
Section 90 (4) Return of the significant beneficial owner Within 30 days from the receipt of the declaration by the company Within 30 days from the receipt of the declaration by the company BEN- 2
Rule 12A of Companies (Appointment and Qualification of Directors) Rules 2014 Directors’ KYC by every Individual who holds a DIN Within 6 months from the end of the financial year  30th September DIR – 3 KYC
Section 139 N Notice to the Registrar by the company for appointment of an auditor   Within 15 days of the appointment of an auditor Within 15 days of the appointment of an auditor ADT - 1
Section 139(6) Appointment of First Statutory Auditor  Appoint within 30 days from the incorporation date Within 30 days from the incorporation date NA
Section 140 Notice of resignation by the auditor Within 30 days from the date of the resignation Within 30 days from the date of the resignation  ADT – 3
Section 117 (except clause g) Filing of Resolutions and agreements to the Registrar Within 30 days of the passing of the resolution/entering into agreement  Within 30 days of the passing of the resolution/entering into agreement MGT – 14
Section 12 Intimation of Change in the Registered Office Within 30 days of the change of address   Within 30 days of the change of address   INC-22
Order dated 22 January 2019 issued under Section 405 Return in respect of outstanding payments to Micro or Small Enterprise Within 1 month from the conclusion of each half-year 31st October (For April-Sep) 30th April (For Oct-Mar)  E-Form MSME-1
Rule 5 (8) of IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 Statement of unclaimed and unpaid amounts as specified in section 125 Within a period of 60 days after the holding of AGM Within a period of 60 days after the holding of AGM   IEPF -2
Rule 16 of Companies (Acceptance of Deposits) Rules, 2014 Return of deposit or particulars of transaction not considered as deposit or both On or before 30th June of every year  30th June DPT-3
Section 137 Filing of annual accounts 30 days from the date of the AGM Within 30 days from the date of the AGM  Form AOC-4/ AOC-4 CFS/AOC4 XBRL
Section 92 2 Filing of annual return  To be filed within 60 days from the conclusion of the AGM Within 60 days from the date of the AGM E - Form MGT - 7
Section 1842 Disclosure of Interest by Director In the First Board Meeting of the Financial Year, whenever there is a change in the disclosures already made 1st Board Meeting of the Financial Year, and whenever there is a change, the disclosures already made  MBP-1

Consequences for Non-Compliance

Failing to meet annual compliance requirements can lead to: -

  • Monetary Penalties โ€“ Heavy fines on the company and its directors.
  • Director Disqualification โ€“ Non-compliant directors may be disqualified for up to 5 years.
  • Company Strike-Off โ€“ RoC may remove the company from the register.
  • Legal Proceedings โ€“ Criminal proceedings may be initiated in severe cases.
  • Loss of Business Opportunities โ€“ Non-compliance reduces credibility and affects partnerships.

Fees 

The cost of annual compliance varies depending on the companyโ€™s size, turnover, and various other factors. 

Note: Professional/consultancy fees may apply if using a service provider.

FAQs

It refers to the set of mandatory filings and procedures a Private Limited Company must complete each year to remain compliant with legal and regulatory requirements.

Yes. A company must file annual returns and meet statutory requirements, even if it has no business operations.

The companyโ€™s directors are responsible, although they may appoint professionals like Company Secretaries, or Chartered Accountants to manage the process.

Late filing attracts penalties, interest and possible legal action from the Registrar of Companies.

Yes. Persistent non-compliance can lead to strike-off proceedings by the RoC.

Yes. While core filings like AOC-4, MGT-7, and board meetings remain mandatory, small companies may have simplified formats for annual return and exemptions from certain board report disclosures.

The late filing fee is โ‚น100 per day for each form beyond the due date. Additionally, the Companies Act prescribes graded penalties for prolonged delays, which can significantly increase the cost depending on the period of default.

Compliance demonstrates professionalism, builds investor trust and enhances the companyโ€™s credibility in the market.

Yes. MCA e-filing portals allow online submission of most statutory forms.

While possible, but it is not recommended. Professional assistance ensures accuracy and avoids penalties due to procedural mistakes.

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