Company Annual Filing: RoC Filing

You have started your entrepreneurial journey and have started running your company after your successful Company Registration, there are some procedures (Rules) to comply with regards to the filing of documents and maintenance of records, do Annual filing ( RoC Filing) with Ministry of Corporate Affairs

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Starting at Rs.19,699/-
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EMI Available

Company Annual Filing?

We will look at what the laws are and how to comply with them, and we will go over some practical tips for staying in line with the laws. We’ll also look at some of the results of this compliance, such as avoiding notices for non-compliance and protection from fines and penalties which has now been increased to Rs. 50,000 Vde THE COMPANIES (AMENDMENT) ORDINANCE, 2018

director
Collect Documents And Information
name of company
File annual return to the RoC
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Confirmation

Annual Filing ( RoC Filing) for Private Limited Companies & OPC ( One Person Companies)

WHAT IS ANNUAL FILING?
  • As required under section 92 and section 137 of the CompaniesAct 2013, we need to file the annual return to the RoC (Registrar of Companies) document containing profit & loss , cash flow statements and Balance sheet with Registrar of companies
  • The Following Plenty clause has been included in Section 92 of the Companies Act 2013
  • "If any company fails to file its annual return under sub-section (4), before the expiry of the period specified therein, such company and its every officer who is in default shall be liable to a penalty of fifty thousand rupees and in case of continuing failure, with further penalty of one hundred rupees for each day during which such failure continues, subject to a maximum of five lakh rupees."." ( The Penalty is Increased to Rs 50,000 + Further Penalty of Rs 100 per day of default, subject to a maximum of Rs 5,00,00/-)
  • To know about the due dates for filing clink on the following link Company Annual Filing ( RoC Filing)

PROCESS OF ANNUAL FILING (ROC FILINGS) FOR NEW COMPANIES (FORMED ON OR AFTER 1ST JANUARY OF THE  RELEVANT YEAR)

Companies that has been formed after 31st December of the relevant year (i.e. Company is formed on or after 1st January till 31st March) Section 92 that mandated the Annual Filing stipulates that in case a company is formed after 1st January they can hold with 18 Months from the date of Incorporation

BEST COMPLIANCE PRACTISES FOR ANNUAL FILING (ROC FILING)

  • Prepare the financial statement for 18 Months
    • Profit & Loss Account
    • Balance Sheet
    • Cash Flow Statement ( If applicable)
  • Conduct a Board meeting for finalization of accounts
  • Get the Accounts audited by you Statutory Auditors ( CA’s)
  • Get the Audit report
  • Conduct a Board meeting for Adoption of financial statements (Accounts)
  • Circulate Notice to AGM to all shareholders at least 21 prior to the date of annual general meeting Circulate Notice to AGM to all shareholders at least 21 prior to the date of annual general meeting with the following contents
    • Directors Report
    • Audit Report
    • Notice Calling the AGM
    • Financial Statements
  • Conduct Annual General Meeting

FORMS TO BE FILED FOR ANNUAL FILING (ROC FILINGS)

  • ADT-1 FOR APPOINTNMENT OF AUDITORS
  • MGT-7 ANNAUL RETURNS
  • AOC-4 STATEMENTS OF ACCOUNTS

PROCESS OF ANNUAL FILING (ROC FILINGS) FOR NEW COMPANIES (FORMED BEFORE 1ST JANUARY OF THE  RELEVANT YEAR)

Section 92 of the act, stipulates that in case the company is formed between 1st April to 31st December then the Company has to file with it with in 6 month of closure of Financial year BEST COMPLIANCE PRACTISES FOR ANNUAL FILING (ROC FILINGS)
  • Prepare the financial statement from date of incorporation to 31st March of the Relevant year
    • Profit & Loss Account
    • Balance Sheet
    • Cash Flow Statement ( If applicable)
  • Conduct a Board meeting for finalization of accounts
  • Get the Accounts audited by you Statutory Auditors ( CA’s)
  • Get the Audit report
  • Conduct a Board meeting for Adoption of financial statements (Accounts)
  • Circulate Notice to AGM to all shareholders at least 21 prior to the date of annual general meeting with the following contents
    • Directors Report
    • Audit Report
    • Notice Calling the AGM
    • Financial Statements
  • Conduct Annual General Meeting
  • File the Forms
FORMS TO BE FILED FOR ANNUAL FILING (ROC FILINGS)
  • ADT-1 FOR APPOINTMENT OF AUDITORS
  • MGT-7 ANNAUL RETURNS
  • AOC-4 STATEMENTS OF ACCOUNTS
ADT – 1 APPOINTMENT OF AUDITORS
HOW TO DO APPOINTMENT OF AUDITOR FOR YOUR COMPANY? As required under Section 139 and 140 of the Companies Act, 2013 and pursuant to rule 4(2) of the Companies (Audit and Auditors) Rules, 2014. eForm ADT-1 must be filed with registrar of Companies Extract of Section 139 of the Companies Act 2013 (1) Subject to the provisions of this Chapter, every company shall, at the first annual general meeting, appoint an individual or a firm as an auditor who shall hold office from the conclusion of that meeting till the conclusion of its sixth annual general meeting and thereafter till the conclusion of every sixth meeting and the manner and procedure of selection of auditors by the members of the company at such meeting shall be such as may be prescribed:
MGT – 7 ( From used for Annual Filing (ROC FILING)
  There are many compliance such holding 4 board meeting in a year maintain statutory registers and other compliance under the companies Act Filing is done Pursuant to Section 92(1) of the Companies Act, 2013 and rule 11(1) of the Companies (Management and Administration) Rules, 2014
CONTENTS OF MGT -7 FORM Every company shall prepare an annual return in the form MGT-7 containing the particulars as they stood on the close of the financial year regarding:
  1. a) its registered office, principal business activities, particulars of its holding, subsidiary and associate companies;
  2. b) its shares, debentures and other securities and shareholding pattern;
  3. c) its indebtedness;
  4. d) its members and debenture-holders along with changes therein since the close of the previous financial year
  5. e) its promoters, directors, key managerial personnel along with changes therein since the close of the previous financial year;
  6. f) meetings of members or a class thereof, Board and its various committees along with attendance details;
  7. g) remuneration of directors and key managerial personnel;
  8. h) penalty or punishment imposed on the company, its directors or officers and details of compounding of offences and appeals made against such penalty or punishment;
  9. i) matters relating to certification of compliances, disclosures as may be prescribed;
  10. j) Shareholding pattern of the company; and such other matters as required in the form.
 
AOC-4 STATEMENTS OF ACCOUNTS  (Form used for Annual filing (ROC FILING)
Form AOC 4 contains financial details such as details of profit & loss account , balance sheet, cash flow statement , break up of sundry debtors/creditors , break up of loans and all other financial statements You must note that every company needs to file its financial statements and mandatory attachments, via e-Form AOC4 within the prescribed time limit as per section 137. Once financial statements are adopted then company shall file the adopted financial statements via e-form AOC-4 within 30 days of the AGM (actual or adjourned whichever is applicable). In case company needs to revise the financial statement or Board’s report under provisions of section 130 or section 131 then revised financial statements shall be filed via e-Form AOC-4.

Accounting

ANNUAL ACCOUNTS Section 128 of the Companies Act, 2013 (the Act) provides that every company shall prepare and keep at its registered office books of account and other relevant books and papers and financial statement for every financial year which give a true and fair view of the state of the affairs of the company, including that of its branch office or offices, if any, and explain the transactions effected both at the registered office and its branches and such books shall be kept on accrual basis and according to the double entry system of accounting. Under Section 129 of the Companies Act, 2013, at every annual general meeting of a company, the Board of Directors of the company shall lay before such meeting financial statements for the financial year. Where a company has one or more subsidiaries, it shall, in addition to financial statements, prepare a consolidated financial statement of the company and of all the subsidiaries in the same form and manner as that of its own which shall also be laid before the annual general meeting of the company along with the laying of its financial statement. The company shall also attach along with its financial statement, a separate statement containing the salient features of the financial statement of its subsidiary or subsidiaries in such form as may be prescribed. Every company shall file the financial statements with registrar together with form AOC-4. According to Rule 12(2) of the companies (Accounts) Rules, 2014 the class of companies as may be notified by the Central Government from time to time, shall mandatorily file their financial statement in Extensible Business Reporting Language (XBRL) format and the Central Government may specify the manner of such filing under such notification for such class of companies. As per section 2(13) of Companies Act, 2013 “books of account” includes records maintained in respect of – (i) All sums of money received and expended by a company and matters in relation to which the receipts and expenditure take place;
  1. (ii)  All sales and purchases of goods and services by the company;
  2. (iii)  The assets and liabilities of the company; and
  3. (iv)  The items of cost as may be prescribed under section 148 in the case of a company which belongs to any class of companies specified under that section.
According to section 2(12) “book and paper” and “book or paper” include books of account, deeds, vouchers, writings, documents, minutes and registers maintained on paper or in electronic form.
The basis of all the filing is the Financial statement, you must ensure that your company records all entries in an Accounting ERP
  • Bank Entries
  • Cash Entries
  • Payment Vouchers
  • Sales Entries
  • Purchase Entries
  • Journal Entities
  • Debtor Reconciliation
  • Creditor Reconciliation
All the above-mentioned records need to give to you auditor for completing the statutory audit We at virtual auditor help in maintaining you accounts and guide you till the completing of the audit

Secretarial Services

Apart from manning you minutes books recording the board meetings and other meetings , as mandated by the law you need hold at least 4 Board meetings in a year
Registers to be maintained
FORM NAMENAME OF REGISTERMANDATORY FOR ALL COMPANIESRELEVANT SECTION & RULE
1MGT-1Register of MembersYES S.88(1)(a) & R.3(1) OF COS (MANAGEMENT & ADMINISTRATION)
2MGT-2 Register of Debenture Holders/ Other Securities Holders NO , IF DEBENTURES OR OTHER SECURITIES S.88(1)(b) & (c) AND R.4 OF COS (MANAGEMENT & ADMINISTRATION)
3REGISTER Register of Directors and Key Managerial Personnel and Their Shareholding YES S.170 & R.17 OF COS (APPOINTMENT & QUALIFICATION OF DIRECTOR)
4SH-2 Register of Renewed and Duplicate Share Certificate YES S.46(3) & R.6(3)(a) OF COS (SHARE CAPITAL & DEBENTURE)
5SH-3Register of Sweat Equity SharesYES S.54 & R.8(14) OF COS (SHARE CAPITAL & DEBENTURE)
6SH-6Register of Employee Stock OptionYES S.62(1)(b) & R.12(10) OF COS (SHARE CAPITAL & DEBENTURES)
7SH-10Register of Shares/Other Securities Bought BackYES S.68(9) & R.17(12) OF COS (SHARE CAPITAL & DEBENTURES)
8CHG-7Register of ChargesYES S.85 & R.10(1) OF COS (REGISTRATION OF CHARGES)
9MBP-2 Register of Loans, Guarantee, Security And Acqisition Made By Company YES S.186(9) & R.12(1) OF COS (MEETINGS OF BOARDS & ITS POWERS)
10MBP-3 Register of Investment Not Held In Its Own Name By The Company YES S.187(3) & R.14(1) OF COS (MEETINGS OF BOARDS & ITS POWERS)  as amended
11MBP-4 Register of Contracts With Related Party And Contracts And Bodies Etc. In Which Directors Are Interested YES S.189(1) & R.16(1) OF COS (MEETINGS OF BOARDS & ITS POWERS)
  The penalty for non-compliance is The Penalty is Increased to Penalty of Rs 100 per day of default, subject to a maximum of Rs 5,00,00/-) ensure that you do your Annual filings on time, to know more about why you should miss the penalties