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Compliances for Private Limited Company in India
A Private Limited Company must follow statutory requirements under the Companies Act, 2013 and allied tax and labour laws, including annual ROC filings, event‑based filings, tax returns and employee statutory remittances. Timely compliance protects directors, preserves company status on the MCA portal and builds investor confidence
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Why Compliance Is Crucial for Private Limited Companies in India
Compliance ensures your company meets statutory obligations under the Companies Act and allied laws, preventing penalties, DIN deactivation, and legal exposure. Timely ROC filings, tax returns and payroll remittances keep records audit‑ready, preserve investor confidence and let management focus on growth rather than regulatory risk.
- Prevents penalties and legal exposure by ensuring timely ROC, tax and payroll filings.
- Protects directors from DIN deactivation, personal liability and prosecution.
- Keeps records audit‑ready with accurate statutory registers and certified filings.
- Maintains corporate reputation and investor confidence during due diligence.
- Reduces operational risk by avoiding business interruptions, fines and strike‑off.
- Frees management time so leadership can focus on growth instead of regulatory tasks.
Categories of Compliances for Pvt. Ltd. Company in India
| Category | What it covers | Key ROC Forms / Examples |
|---|---|---|
| Annual Compliance | Annual statutory filings and disclosures to keep the company in good standing. | AOC-4; MGT-7 / MGT-7A; DIR-3 KYC |
| Event‑Based Compliance | Filings required when corporate events occur (director changes, share issues, office moves). | PAS-3; DIR-12; INC-22 |
| Financial Compliance | Statutory audit, corporate tax filings and periodic indirect tax/TDS returns. | ITR-6; GSTR-1; GSTR-3B; TDS returns |
| Regulatory Compliance | Sector‑specific registrations, licences and periodic statutory returns. | FSSAI; MSME registration; PF / ESIC; environmental permits |
| Secretarial Compliance | Ongoing maintenance of statutory registers, board/AGM documentation and filings. | Board/AGM minutes; MGT-14; statutory registers |
Types of Compliances under the Companies Act, 2013
Compliances for a Private Limited Company in India are broadly split into Registrar‑Related (ROC) Compliances and Non‑Registrar Compliances. Distinguishing between the two ensures you meet corporate, tax and labour obligations correctly and on time.
Registrar‑Related ROC Compliances
These are statutory filings submitted to the Registrar of Companies (ROC) under the Companies Act, 2013 and overseen by the Ministry of Corporate Affairs.
Annual obligations
- What: Yearly disclosures such as audited financial statements and the company’s annual return.
- Typical forms: AOC‑4, MGT‑7 / MGT‑7A, DIR‑3 KYC, ADT‑1.
Event‑driven obligations
- What: Filings required when corporate events occur — for example, share allotments, director appointments or a change of registered office.
- Typical forms: PAS‑3, DIR‑12, INC‑22, SH‑7.
Why it matters
- These filings preserve transparency, ensure adherence to the Companies Act, 2013, and keep the company’s status active on the MCA portal.
Non‑Registrar Compliances
These are statutory and operational obligations governed by laws other than the Companies Act. They cover tax, labour and industry‑specific requirements necessary for lawful business operations.
Tax and indirect tax
- What: Corporate tax and indirect tax filings.
- Examples: ITR‑6, TDS/TCS returns, advance tax, GSTR‑1, GSTR‑3B.
Labour and payroll
- What: Employee statutory contributions and labour law returns.
- Examples: Provident Fund (PF), Employees’ State Insurance (ESIC), state‑level Professional Tax.
Sector and licence specific
- What: Registrations and renewals tied to the business activity.
- Examples: FSSAI, MSME registration, SEBI filings, environmental or other industry permits.
Why it matters
- These compliances ensure the company operates legally under the Income Tax Act, GST law, Labour Codes and sectoral regulations, avoiding penalties and operational disruption.
Compliance Checklist for Private Limited Companies in India
A concise compliance checklist for Private Limited Companies in India, summarizing key ROC, tax, labour, and governance filings, typical deadlines, and penalties to help directors and officers track obligations, assign responsibilities, and avoid regulatory risks.
INC-20A — Declaration for Commencement of Business
Category: ROC / Event-Based
Description: Companies incorporated after November 2018 must confirm receipt of their paid‑up capital by filing Form INC‑20A with the Registrar of Companies within 180 days of incorporation.
Penalty: Company fine of ₹50,000 and ₹1,000 per day for each officer in default until filing; ROC may strike the company off the register for non‑filing.Appointment of Auditor — Form ADT-1
Category: Annual / ROC
Description: The first statutory auditor must be appointed within 30 days of incorporation; subsequent auditors are appointed at the first AGM. The appointment is reported to ROC using Form ADT‑1 within 15 days of the AGM.
Penalty: Penalties under Section 139 and possible disqualification from filing financial statements for non‑compliance.First Board Meeting
Category: Event-Based / Governance
Description: The inaugural board meeting must take place within 30 days of incorporation under Section 173. Typical agenda items include auditor appointment, adoption of common seal, and share certificate authorizations.
Penalty: ₹25,000 per director for failing to hold the meeting on time.Subsequent Board Meetings (Minimum Four per Year)
Category: Annual / Governance
Description: At least four board meetings are required each financial year with no gap exceeding 120 days between meetings; minutes and statutory registers must be maintained.
Penalty: ₹25,000 per defaulting director under Section 173(4).Annual General Meeting AGM
Category: Annual / Governance
Description: The first AGM must be held within nine months of the end of the first financial year; thereafter AGMs must be held within six months of year‑end. Typical business includes approving financial statements, appointing auditors, and declaring dividends.
Penalty: Fine of ₹1,00,000 and ₹5,000 per day of continuing default under Section 99.AOC-4 — Filing of Financial Statements
Category: ROC / Annual
Description: Audited financial statements (balance sheet, profit & loss, directors’ report) must be filed in Form AOC‑4 within 30 days of the AGM.
Penalty: Delay attracts ₹100 per day; directors may face prosecution under Section 137.MGT-7 or MGT-7A — Annual Return
Category: ROC / Annual
Description: Companies must submit an annual return detailing shareholding, directors, and key managerial personnel in Form MGT‑7 (or MGT‑7A for small companies/OPCs) within 60 days of the AGM.
Penalty: ₹100 per day of delay under Section 92(5).DIR-12 — Director Appointment or Resignation
Category: Event-Based / ROC
Description: Any appointment or resignation of a director must be reported to ROC by filing Form DIR‑12 within 30 days of the change.
Penalty: ₹500 per day of delay and potential fines up to ₹50,000.DIR-3 KYC — Director KYC Filing
Category: Annual / ROC
Description: Every director holding a DIN must complete annual KYC via Form DIR‑3 KYC (or DIR‑3 KYC Web if no changes) by September 30 each year.
Penalty: ₹5,000 for non‑filing; DIN may be deactivated until compliance.DPT-3 — Return of Deposits and Loans
Category: Annual / ROC
Description: Companies must disclose outstanding deposits, loans, and advances (secured or unsecured) by filing Form DPT‑3 by June 30 each year.
Penalty: ₹5,000 to ₹25,000; continuing default may attract ₹500 per day.MGT-14 — Filing of Certain Board Resolutions
Category: Event-Based / ROC
Description: Specific board resolutions (for example, borrowing limits, share allotments, or amendments to MOA/AOA) must be filed with ROC in Form MGT‑14 within 30 days of passing.
Penalty: Company penalty of ₹1,00,000 and ₹50,000 for each officer in default.Directors’ Report
Category: Annual / Governance
Description: The Board must prepare a Directors’ Report under Section 134 summarizing performance, CSR activities, risk factors, and other statutory disclosures; it must be circulated before the AGM and attached to AOC‑4.
Penalty: Company fine up to ₹3,00,000 and ₹50,000 for each defaulting officer.Maintenance of Statutory Registers
Category: Annual / Secretarial
Description: Companies must keep up‑to‑date statutory registers such as the Register of Members, Register of Directors, Register of Charges, and Register of Contracts as required by law.
Penalty: ₹50,000 and ₹1,000 per day for continuing default.Circulation of Financial Statements Before AGM
Category: Annual / Governance
Description: Financial statements, the auditor’s report, and the directors’ report must be sent to shareholders at least 21 days prior to the AGM under Section 136.
Penalty: ₹25,000 per officer in default.Income Tax Return Filing Form ITR-6
Category: Annual / Tax
Description: All companies (except those claiming exemption under Section 11) must file Form ITR‑6 by October 31 each year, regardless of profit or loss.
Penalty: Late filing penalty under Section 234F of ₹5,000; if total income exceeds ₹5 lakh and return is late, penalty may be ₹10,000.GST Returns GSTR-1 and GSTR-3B
Category: Tax / Indirect
Description: GST‑registered companies must file GSTR‑1 (details of outward supplies) and GSTR‑3B (summary return) monthly or quarterly depending on turnover and scheme.
Penalty: Late fee typically ₹50 per day (₹20 for nil returns) plus interest at 18% per annum on tax due.TDS Returns Forms 24Q and 26Q
Category: Tax / Statutory
Description: Companies that deduct tax at source must file quarterly TDS returns: Form 24Q for salary payments and Form 26Q for other payments.
Penalty: ₹200 per day of delay under Section 234E, subject to a cap equal to the TDS amount.EPF and ESI Contributions and Returns
Category: Labour / Regulatory
Description: Employers with eligible employees must remit contributions and file returns under the Employees’ Provident Fund and Employees’ State Insurance schemes on a monthly basis.
Penalty: Late deposits attract interest (commonly 12%) and possible damages up to 25% of the defaulted amount.Professional Tax Compliance State Specific
Category: State / Labour
Description: In states where professional tax applies (for example Maharashtra, Karnataka, West Bengal), employers must deduct and remit professional tax monthly or annually as per state rules.
Penalty: Penalties vary by state; commonly a small daily fine (e.g., ₹5 per day) or a percentage penalty up to 10% of the tax due.CSR Reporting Where Applicable
Category: Annual / Regulatory
Description: Companies meeting CSR thresholds under Section 135 (net worth ₹500 crore or more, turnover ₹1,000 crore or more, or net profit ₹5 crore or more) must prepare and include an annual CSR report in the Board Report.
Penalty: Penalties can include payment of twice the unspent CSR amount and, in serious cases, imprisonment for responsible officers.
If you want, I can convert this into a printable checklist, a calendar of due dates, or a state‑wise summary for labour and professional tax obligations. Which format would help you most next?
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List of Documents Required for Online Private Limited Company Compliance
- Director identity and address proof: self‑attested PAN or passport for Indian directors; apostilled/notarized passport for foreign directors
- Director Identification Number (DIN) copy
- Company PAN card
- Subscription details and share allotment proof
- Memorandum of Association (MOA)
- Articles of Association (AOA)
- Digital Signature Certificates (DSC) of directors
- Proof of registered office address: rent agreement and landlord NOC or equivalent
- Form MGT-7 (annual return) and supporting documents (file within 60 days of AGM)
- Form AOC-4 (financial statements) including audited balance sheet, P&L, and directors’ report (file within 30 days of AGM)
- Documents evidencing changes in shareholding or capital structure
- Resolutions and filings for appointment or removal of directors or auditors
- Agreements and disclosures for loans or advances to companies or directors
- Bank account opening/closing records and signatory change documents
- Income tax filing documents required for ITR preparation
- TDS/TCS certificates, challans and supporting documents for return filings
FAQ's on Private Limited Company (Pvt. Ltd.) Compliance in India
Non‑compliance can lead to monetary penalties, interest and tax assessments that increase costs and cash flow strain. Directors may face DIN deactivation, fines, disqualification or prosecution, and persistent defaults can trigger ROC actions like strike‑off or winding up, damaging operations and reputation.
Yes—companies incorporated after November 2018 must file INC‑20A (declaration of commencement of business) within 180 days of incorporation or face penalties and possible strike‑off.
Refer to official MCA notifications and trusted professional sources (company secretaries, chartered accountants) for interpretation and updates; practical checklists and firm advisories summarize timelines and penalties.
Adopt a calendar‑based filing system, assign clear responsibilities, use DSCs for timely e‑filings, and engage a qualified company secretary or compliance partner to monitor deadlines and prepare accurate filings.
Sources: Practical ROC and compliance guides and checklists provide the timelines and penalties referenced above.