Introduction

In the wake of the Companies Act, 2013, compliance for Private Limited Companies in India has become increasingly stringent. Failure to adhere to these regulations can result in severe penalties and even the dissolution of the company. Annual compliance encompasses various statutory requirements that a company must fulfill within stipulated timelines to ensure its legality and credibility.

At StartupStation, we've got your back when it comes to keeping your Private Limited Company compliant. Our team of experienced professionals knows the ins and outs of all the Acts and Regulations applicable as per Industry, and we through our affordable Annual Compliance Package ensure that your compliance stays on track.

Various categories of Compliances for a Private Limited Company

ROC Compliance: Ensuring adherence to Registrar of Companies (RoC) regulations is crucial for Private Limited Companies. This involves fulfilling statutory filings and complying with the Companies Act 2013 provisions. Our expert team assists in managing director appointments, shareholder meetings, and other RoC-related obligations to maintain legal compliance and operational transparency.

GST Compliance: Goods and Services Tax (GST) compliance is essential for Private Limited Companies conducting business in India. Our services encompass timely filing of GST returns, accurate tax calculations, and adherence to GST regulations. We help navigate the complexities of GST compliance, ensuring seamless tax compliance for your company.

Income Tax Compliance: Meeting Income Tax compliance requirements is vital to ensure the financial health and legal standing of Private Limited Companies. Our specialized services cover timely filing of income tax returns, compliance with tax deduction at source (TDS) regulations, and ensuring adherence to income tax laws. We provide comprehensive support to manage your company's income tax obligations effectively.

ROC Compliance

As mentioned earlier, ROC compliance refers to fulfilling obligations outlined by the Registrar of Companies (ROC) or equivalent authorities. These obligations primarily revolve around statutory filings and adherence to the provisions of the Companies Act.

Ensuring ROC compliance is crucial for companies operating in India to maintain their legal standing. ROC compliance for private limited companies can be broadly categorized into three main areas:

1. Annual Compliance: These are regular, yearly filings and disclosures that companies must submit. This includes filing annual returns and financial statements, providing a comprehensive overview of the company's financial health and operations.

2. Event-Based Compliance: These are specific compliance requirements triggered by certain events occurring within the company. Examples include changes in management, alterations in share capital, or modifications to the registered office address. Companies must address these events promptly and ensure compliance with relevant regulations.

3. Other Compliances: This category encompasses various regulatory obligations that may not fit neatly into the annual or event-based compliance categories. It includes tasks such as updating director KYC details, maintaining statutory registers, and fulfilling other legal requirements essential for preserving the company's legal status and operational integrity.

Annual Compliances under Companies Act, 2013

Under the Companies Act, 2013, Private Limited Companies are required to fulfill various annual compliance obligations to ensure legal adherence and transparency in their operations. These annual compliances include:

1. Annual General Meeting (AGM):

   • Private Limited Companies must convene an AGM within six months from the end of the financial year. The primary purpose of the AGM is to discuss financial statements, appoint auditors, and address any other matters concerning the company.

2. Annual Financial Statements:

   • Private Limited Companies are mandated to prepare annual financial statements, which include:
     • Balance Sheet: A statement showing the company's financial position at the end of the financial year.
     • Profit and Loss Account: A statement depicting the company's financial performance during the financial year.
     • Cash Flow Statement: A statement presenting the inflow and outflow of cash and cash equivalents during the financial year.
   • These financial statements must be prepared in accordance with the applicable accounting standards and audited by a qualified auditor.

3. Board of Directors' Report:

   • Private Limited Companies must prepare a Board's Report containing various disclosures and information as required by the Companies Act, 2013. The report typically includes details about the company's operations, financial performance, corporate governance practices, and other significant matters.

4. Appointment of Auditors:

   • Private Limited Companies need to appoint statutory auditors who will audit the company's financial statements for the ensuing financial year. The appointment of auditors must be ratified by the shareholders at the AGM.

5. Filing of Annual Return:

   • Private Limited Companies are required to file their Annual Return with the Registrar of Companies (ROC) within 60 days from the date of the AGM. The Annual Return contains details about the company's shareholders, directors, capital structure, etc.

6. Maintenance of Statutory Registers and Records:

   • Private Limited Companies must maintain various statutory registers and records as prescribed under the Companies Act, 2013. These include registers of members, directors, shares, debentures, etc.

7. Compliance Certificates:

   • Certain compliance certificates, such as the Certificate of Compliance with the provisions of the Companies Act, 2013, may need to be obtained and filed with the ROC as part of the annual compliances.

Adhering to these annual compliances is crucial for Private Limited Companies to ensure regulatory compliance, maintain corporate governance standards, and fulfill their legal obligations towards stakeholders and regulatory authorities. Failure to comply with these requirements may attract penalties and legal repercussions. Therefore, it's essential for companies to diligently adhere to the prescribed timelines and procedures for annual compliances.

Event Based Compliances under Companies Act, 2013

Under the Companies Act, 2013, Private Limited Companies are subject to various event-based compliances, which necessitate specific actions or filings upon the occurrence of certain events. These compliances help maintain transparency, corporate governance, and legal adherence in the functioning of the company. Here are some key event-based compliances:

1. Change in Registered Office:

   • If a Private Limited Company changes its registered office within the same state or from one state to another, it must notify the Registrar of Companies (ROC) by filing Form INC-22 within 30 days of the change.

2. Change in Directors or Key Managerial Personnel (KMP):

   • In case of any change in the board of directors or KMP (such as Managing Director, CEO, CFO, etc.), the company must update this information with the ROC by filing Form DIR-12 within 30 days of the change.

3. Change in Share Capital:

   • If there is any alteration in the share capital of the company, including increase or decrease in authorized capital, issuance of new shares, buyback of shares, etc., the company must file requisite forms (such as PAS-3, SH-7, etc.) with the ROC within specified timelines.

4. Appointment or Resignation of Auditors:

   • If there is a change in the appointment or resignation of auditors, the company must intimate the ROC by filing Form ADT-1 within 15 days of the change.

5. Alteration of Memorandum or Articles of Association:

   • Any alteration in the memorandum or articles of association of the company must be filed with the ROC by filing Form MGT-14 within 30 days of passing the resolution for such alteration.

6. Creation or Modification of Charges:

   • If the company creates or modifies any charge on its assets, it must file Form CHG-1 (for creation of charge) or Form CHG-9 (for modification of charge) with the ROC within 30 days of the transaction.

7. Conversion of Company:

   • If a Private Limited Company wishes to convert into another type of company (e.g., from Private Limited to Public Limited), it must comply with the prescribed procedures and file necessary forms with the ROC within the specified timelines.

8. Declaration of Dividend:

   • If the company declares dividends, it must comply with the provisions related to the declaration and payment of dividends as per the Companies Act, 2013.

9. Passing of Special Resolutions:

   • Certain actions, such as change in the name of the company, alteration of capital clause, etc., require the passing of special resolutions. These resolutions must be filed with the ROC by filing Form MGT-14 within 30 days of passing the resolution.

10. Other Regulatory Filings:

    • Any other event or transaction that affects the structure or operations of the company may require specific filings or intimation to the ROC as per the provisions of the Companies Act, 2013.

Income Tax Compliances for Private Limited Company

Income tax compliances for a Private Limited Company in India are governed by the Income Tax Act, 1961. Private Limited Companies are required to adhere to various tax-related obligations to ensure compliance with the law. Here are the key income tax compliances covered in our Package for Private Limited Companies:

1. Advance Tax Payment:

   • Private Limited Companies are required to estimate their annual income and pay advance tax in installments during the financial year. Advance tax payments help in the smooth collection of taxes and prevent interest and penalties.

2. Filing of Income Tax Returns (ITR):

   • Private Limited Companies must file their income tax returns (ITR) annually, disclosing their income, deductions, and taxes paid. The due date for filing ITR for companies is generally September 30th of the assessment year, unless extended by the tax authorities.

Goods and Services Tax (GST) compliance for Private Limited Company

Goods and Services Tax (GST) compliance is crucial for Private Limited Companies operating in India. GST is a comprehensive indirect tax levied on the supply of goods and services, aimed at replacing multiple indirect taxes. Private Limited Companies must adhere to various GST compliances to ensure legal adherence and avoid penalties. Here are the key GST compliances covered in our Annual Compliance package for Private Limited Companies:

Filing of GST Returns:

Private Limited Companies are required to file various GST returns within the prescribed due dates. The key GST returns include:

• • GSTR-1: Monthly or quarterly return containing details of outward supplies made by the company.
  • GSTR-3B: Monthly summary return depicting the company's tax liability and input tax credit.

Payment of GST:

Private Limited Companies must deposit GST collected from customers and also claim input tax credit on eligible purchases. GST payments must be made within the stipulated time to avoid interest and penalties.

Reconciliation of Input Tax Credit:

Companies must reconcile the input tax credit claimed with the details furnished by their suppliers in their GSTR-2A. Any discrepancies must be rectified and reported in the GST returns.

Maintenance of GST Records:

Private Limited Companies must maintain proper books of accounts and other records as required under the GST law. These records should include details of invoices, supplies, input tax credit availed, etc.

Compliance with E-way Bill Requirements:

For the movement of goods exceeding specified thresholds, Private Limited Companies must generate e-way bills electronically and ensure compliance with e-way bill provisions.

Benefits of Private Limited Company Compliance

Private Limited Company Compliance in India offers several benefits, including:

1. Attracting Investors: Compliance demonstrates the company's commitment to transparency and good governance, thereby attracting potential investors.
2. Maintaining Active Status: Timely compliance filings are essential to avoid penalties and maintain the company's active status with the Registrar of Companies (ROC).
3. Enhanced Credibility: Regular compliance filings enhance the company's credibility, facilitating access to government tenders and financial assistance.
4. Financial Assistance: Compliance ensures that the company meets financial standards, reducing the risk of legal issues and facilitating access to financial assistance.

Why Choose Startup Station for your Annual Compliances?

Annual Compliance Package by Startup Station

At Startup Station, we understand the challenges that startups and growing businesses face in navigating complex legal and regulatory landscapes. Our Annual Compliance Package is tailored to provide comprehensive support and guidance, ensuring that your business meets all legal obligations seamlessly. With a team of seasoned professionals and dedicated experts, we offer a holistic solution designed to fit your specific needs.

Package Includes:

1. Legal Advice: Our experienced legal team will provide you with timely and precise legal advice on various matters, including corporate law, taxation, regulatory compliance, and contractual obligations. Whether you need assistance in deciphering intricate legal issues or navigating regulatory frameworks, we're here to assist you at every stage.

2. Dedicated CA (Chartered Accountant): Each client enrolled in our Annual Compliance Package will be assigned a dedicated Chartered Accountant who will oversee all financial and accounting matters. Your CA will provide personalized support and advice, ensuring that your financial records are accurate, up-to-date, and compliant with regulatory standards.

3. Dedicated CS (Company Secretary): Our team includes experienced Company Secretaries who will assist you in fulfilling your statutory obligations and maintaining corporate governance standards. Your dedicated CS will handle compliance filings, board meetings, and other secretarial matters, allowing you to focus on core business activities with peace of mind.

4. Dedicated Relationship Manager: A dedicated Relationship Manager will serve as your primary point of contact, ensuring seamless communication and coordination between you and our team. Your Relationship Manager will understand your business goals and priorities, providing personalized assistance and support to help you achieve success.

Additional Benefits:

• Free Invoicing Software: As a valued client of our Annual Compliance Package, you will receive complimentary access to our premium invoicing software for one year. Our user-friendly software will streamline your invoicing process, saving you time and effort while ensuring accuracy and professionalism.

• Discount on Additional Services: Beyond the scope of the package, you may require additional services from time to time. As an Annual Compliance Package customer, you will enjoy a 25% discount on all additional services availed, making it more cost-effective to access our comprehensive range of expertise and support.

At Startup Station, we are dedicated to supporting startups and growing businesses in their journey towards success. With our Annual Compliance Package, you can focus on innovation and growth, knowing that your compliance needs are taken care of by experts who understand your unique challenges and aspirations.

Frequently Asked Questions (FAQs)

What is annual compliance for a private limited company? 

Annual compliance for a private limited company refers to the set of regulatory obligations and requirements that the company must fulfill on an annual basis to ensure legal conformity and operational transparency. These obligations include filing financial statements, holding annual general meetings (AGMs), appointing auditors, and submitting annual returns to regulatory authorities.

What are the key components of annual compliance?

The key components of annual compliance for a private limited company include:Filing of financial statements, including profit and loss accounts and balance sheets.Holding an annual general meeting (AGM) to present financial reports to shareholders.Appointment of auditors and filing of auditor's reports with regulatory authorities.Submission of annual returns, disclosing company information and financial performance.Compliance with tax regulations, including filing of tax returns and payment of taxes.

When should the annual general meeting (AGM) be held?

The annual general meeting (AGM) of a private limited company should be held within six months from the end of the financial year. It must be conducted during business hours and at the registered office of the company. Additionally, the AGM should not coincide with public holidays or be held after business hours.

What is the deadline for filing annual financial statements? 

The deadline for filing annual financial statements, including profit and loss accounts and balance sheets, is within 30 days of holding the annual general meeting (AGM). Failure to meet this deadline may result in penalties and legal consequences.

What is the deadline for filing the annual return? 

The annual return of a private limited company must be filed within 60 days of holding the annual general meeting (AGM). This return provides details about the company's shareholders, directors, and financial performance during the year.

Are there penalties for late filing of annual returns?

Yes, there are penalties for late filing of annual returns. The Registrar of Companies (ROC) may impose fines and additional fees for non-compliance with filing deadlines. These penalties can vary depending on the duration of delay and the regulatory requirements violated.

Who is responsible for ensuring annual compliance? 

The responsibility for ensuring annual compliance rests with the directors and management of the private limited company. They are accountable for fulfilling regulatory obligations, including filing financial statements, holding AGMs, appointing auditors, and submitting annual returns on time.

Can a private limited company hold its AGM outside the country? 

No, a private limited company cannot hold its annual general meeting (AGM) outside the country. AGMs must be conducted at the registered office of the company within India. Holding an AGM outside the country would violate regulatory requirements and may lead to legal consequences.

Is it mandatory for a private limited company to appoint an auditor for annual compliance? 

Yes, it is mandatory for a private limited company to appoint an auditor for annual compliance. The appointment of an auditor must be made within 30 days of company incorporation and must be ratified at each annual general meeting (AGM). Auditors play a crucial role in verifying the company's financial statements and ensuring compliance with accounting standards.

Can a private limited company apply for an extension for filing annual financial statements? 

No, a private limited company cannot apply for an extension for filing annual financial statements. The deadline for filing financial statements is fixed and must be adhered to strictly. Failure to meet this deadline may result in penalties and legal consequences. It is advisable for companies to plan and prepare well in advance to meet compliance obligations on time.

In conclusion, annual compliance for Private Limited Companies in India is a multifaceted aspect that demands meticulous attention and adherence. By partnering with Startup Station, companies can navigate the complexities of compliance with ease, ensuring legal conformity and operational continuity.