ROC Annual Compliances

Filing of Form MGT-7 with the ROC have following steps:

I. Prepare Annual Return-

Every company shall prepare an Annual return in e-form MGT-7 containing the particulars as they stood on the close of the financial year for:

• Its registered office, principal business activities, particulars of its holding, subsidiary and associate companies;
• Its shares, debentures and other securities and shareholding pattern;
• Its members and debenture-holders along with changes therein since the close of the previous financial year;
• Its promoters, directors, key managerial personnel along with changes therein since the close of the previous financial year;
• Meetings of members or a class thereof, Board and its various committees along with attendance details;
• Remuneration of directors and key managerial personnel;
• 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;
• Matters relating to certification of compliances, disclosures as may be prescribed;
• Details, as may be prescribed, in respect of shares held by or on behalf of the Foreign Institutional Investors.

II. Signing of Annual Return-

• In case of Small Company and OPC-
  • Return shall signed by a director (If company have company secretary then signed by only Company Secretary)
• In case of a private company-
  • Return signed by a director and the company secretary, or
  • Where there is no whole time company secretary appointed in the Company, then certified by a company secretary in practice (PCS).
• In case of Public Company-
  • Return signed by a director and the company secretary, or
  • Where there is no whole time company secretary appointed in the Company, then certified by a company secretary in practice (PCS).

III. Filing of Annual Return-

• Every company shall file annual return with ROC within 60 days from the date on which the annual general meeting is held or
• Where no annual general meeting is held in any year within 60 days from the date on which the annual general meeting should have been held together with the statement specifying the reasons for not holding the annual general meeting, with such fees or additional fees.
• Every company shall place a copy of the annual return on the website of the company, if any, and the web-link of such annual return shall be disclosed in the Board's report.

IV. Penalty for Non filing before expiry of 60 days-

For a company and it’s every officer-

• Rs. 50,000 and
• If continuing failure Rs. 100 for each day maximum up-to 5,00,000.00

I. For every company-

• File financial statement, duly adopted in AGM in eform AOC-4 with ROC within 30 days of date of Annual General Meeting of the Company.

II. In case a company having subsidiaries Companies Or Associates Companies-

• File Stand alone and Consolidated Financial Statements, duly adopted in AGM in eform AOC-4 with ROC within 30 days of date of Annual General Meeting of the Company.

III. In case Financial Statement is not adopted in AGM/ adjourn AGM,-

• Filed with the Registrar within 30 days of the date of annual general meeting and the Registrar shall take them in his records as provisional till the financial statements are filed with him after their adoption in the adjourned annual general meeting for that purpose.

IV. In case a company which is not held AGM-

• - File financial statements along with the documents required to be attached, duly signed along with the statement of facts and reasons for not holding the annual general meeting shall be filed with the Registrar within 30 of the last date before which the annual general meeting should have been held.

V. In case of OPC-

• OPC shall file a copy of the financial statements duly adopted by its member, along with all the documents which are required to be attached to such financial statements, within 180 days from the closure of the financial year.

VI. Penalty for non filing before expiry of 30 days-

• For Company- Rs. 1000 for every day, maximum up to Rs. 10 Lakh
• MD and the CFO of the company, if any, and, in the absence of the MD and CFO, Any other director who is charged by the Board with the responsibility of accounts Rs. 1,00,000 and if default is continuing Rs. 100 per day, maximum up to 5,00,000

• Form MGT-7 (Annual Return)- to be filed within 60 day from date of AGM
• From AOC-4 (Financial Statement)- to be filed within 30 days from date of AGM
• Form ADT-1 (If Auditor appointed in AGM)- to be filed within 15 days from date of AGM
• Form DIR-12 (If any director or MD appointed in AGM)- to be filed within 30 days from date of AGM