Introduction

All companies incorporated in India, including Private Limited Companies, One Person Companies (OPCs), and Section 8 Companies, are governed by the Ministry of Corporate Affairs (MCA) under the provisions of the Companies Act, 2013. Such companies are mandatorily required to maintain their active legal status by undertaking annual statutory compliances, which include conducting the Annual General Meeting (AGM) and filing Annual Returns and Audited Financial Statements with the Registrar of Companies (RoC). Filing obligations apply irrespective of the company’s turnover, business activity, or profitability even in cases of nil transactions. These filings report the company’s financial position and operational activities for the relevant financial year. Non-compliance or delay in filing attracts additional fees, penalties, and interest, and persistent default may result in severe consequences including striking off the company’s name from the RoC register and disqualification of directors. The MCA has adopted stringent enforcement measures to ensure compliance, and corporate obligations are broadly categorized into Mandatory Compliances and Event-Based Compliances, both of which are essential for lawful corporate governance.

Mandatory Annual Compliances 

Every Private Limited Company registered under the Companies Act, 2013 must adhere to the following mandatory annual compliances to maintain its active legal status:

1. First Board Meeting: The first Board Meeting must be held within 30 days of incorporation. A notice of at least 7 days must be given to every director.

2. Subsequent Board Meetings: A minimum of 4 Board Meetings must be conducted every year, with a gap of not more than 120 days between two meetings.

3. Disclosure of Interest by Directors - Form MBP-1

Every director is required to disclose his/her interest:

• At the first Board Meeting in which he/she participates
• At the first Board Meeting of every Financial Year
• Whenever there is any change in disclosures

The disclosure is made in Form MBP-1 and maintained in company records.

4. Appointment of First Auditor:  The Board of Directors must appoint the First Auditor within 30 days of incorporation, who holds office till the conclusion of the First AGM. Filing of ADT-1 is not mandatory for the first auditor.

5. Appointment of Subsequent Auditor:  The auditor is appointed in the First AGM to hold office till the conclusion of the 6th AGM. The company must file Form ADT-1 within 15 days of appointment.

6. Annual General Meeting (AGM)

Every company must hold an AGM on or before 30th September each year:

• During business hours (9 AM - 6 PM)
• On a non-public holiday
• At the registered office or within the same city/town/village
• With 21 clear days’ notice

7. Filing of Annual Return - Form MGT-7: The Annual Return must be filed within 60 days from the date of AGM, covering the financial year 1st April to 31st March.

8. Filing of Financial Statements - Form AOC-4

The company must file:

• Balance Sheet
• Profit & Loss Account
• Director’s Report

Within 30 days of AGM through Form AOC-4.

9. Statutory Audit of Accounts: Every company must prepare its financial statements and get them audited by a Chartered Accountant at the end of each financial year. The Audit Report and Audited Financials are filed with the RoC.

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