top of page

All Compliance for a Private limited company during a Finance Year.

Introduction: Compliance with legal and regulatory requirements is crucial for businesses to ensure smooth operations and avoid penalties. Three important aspects of compliance are annual compliance, event-based compliance and documentation and register maintenance. In this article, we will explore the significance of these compliance measures and the potential consequences of non-compliance.

ROC Compliance is divided into 3 parts.

  1. Annual Compliance

  2. Event-based Compliance

  3. Register and Documentation.

Annual Compliance: Annual compliance is a vital requirement for businesses, and failure to comply can lead to severe penalties. Companies are obligated to file various forms and reports on an annual basis, and any non-compliance can result in substantial fines and additional fees. In some cases, the penalties can even reach lakhs of rupees, placing a significant financial burden on the company. Furthermore, non-compliance with annual re

quirements can lead to the deactivation of the Director Identification Number, further hindering business operations.

Event-Based Compliance: Event-based compliance comes into play when specific events or changes occur within a company. While these compliance measures may not be necessary in the absence of triggering events, they become crucial when specific changes take place. Examples of such events include changes in the registered office address, alteration of the company's name or memorandum of association.

ContainReturnsthe The following, private placement of shares, and share buybacks. Compliance with these requirements ensures that the company adheres to legal norms and maintains the necessary documentation.

Importance of Registering and Documenting Compliance: Registering and documenting compliance measures are essential for upholding organizational standards. 2013 the Companies Act introduced specific document requirements, such as minutes books, registers, notices, and other relevant documents. Failure to maintain these documents can result in substantial penalties if identified during an inspection by proper officers. By fulfilling the registration and documentation obligations, companies demonstrate transparency, accountability, and a commitment to compliance, fostering stakeholder trust.

Consequences of Non-Compliance: The ramifications of non-compliance can be severe and far-reaching. Apart from the financial penalties mentioned earlier, businesses risk tarnishing their reputation, damaging customer trust, and losing potential investors. Non-compliance can also lead to legal disputes and prolonged legal proceedings, diverting valuable time, energy, and resources away from core business activities.

Where is the given checklist for private company compliance:

Compliance Requirement


Board Meetings

- Every company shall hold at least 4 board meetings in a calendar year. The difference between the two board meetings should not exceed 120 days.

Notice of Board meeting shall be given to every Director of the company 7 days before the meeting or as may be mentioned in AOA (Meeting may be called on shorter notice by the consent of all the directors)

First Board meeting

To pass the following Resolutions:

Disclosure of Interest of Directors (MBP 1 and DIR 8)

Authorization to file DPT-3 (if required)

And any other Agenda as may be required

Between April to June

DPT-3 is a deposit-related form. If the company has taken a loan or advance, it must file the DPT-3 form by 30th June.

Filing of DPT-3

By 30th June

Second Board meeting

To pass the following Resolutions:

- Approval of Accounts

- Approval for filing AOC-4 and MGT-7 or MGT-7A

- Approval to call Annual General Meeting

- And any other Agenda as may be required.

Between July to September

Filing of DIR-3 KYC

By 30th September

Directors of the company must file their DIR-3 KYC before 30th September.

General Meeting

Notice of the Annual General meeting shall be given to every member and Directors of the company before 21 clear Working days.

Notice shall Contains – Agenda of the meeting, Explanatory Statement, Proxy Form, Attendance Sheet,

Calling Annual General Meeting (AGM)

(AGM should be held before this date)

- Last date to hold AGM: 30th September

Filing of Annual Accounts and Annual Return with ROC

- Appointment of Auditor (if any)

Within 15 days of AGM

- Filing AOC-4

Within 30 days of AGM

- Filing MGT-7 or MGT-7A

Within 60 days of AGM


30th October

Third Board meeting

Between October to December

- Discussion of general business (To Comply with the requirement of the law i.e. Minimum number of board meetings.)

- And any other Agenda as may be required

Fourth Board meeting

- Discussion of general business

(to Compliance with the minimum number of Board meetings)

- And any other Agenda as may be required​

Between January to March

Following registers shall be maintained by the Company

1. Register of member

2. Register of Key managerial person

3. Register of Charges (if required)

4. Register of beneficial Owner (if required)

5. Register of Transfer and Transmission

6. Register of Board meeting

7. Register of General Meeting

The Legal Time.



The information provided in this article is based on general knowledge and understanding of compliance practices as of the date of its writing. However, it is important to note that laws and regulations regarding compliance may vary across jurisdictions and are subject to change. Therefore, the information presented here may not be applicable or accurate for all situations or locations.

This article does not constitute legal advice or create an attorney-client relationship. It is intended for informational purposes only and should not be relied upon as a substitute for professional legal advice.

23 views0 comments

Recent Posts

See All


bottom of page