Annual Compliance Checklist for Private & Public Companies by CS Sadhna

In the dynamic landscape of corporate governance, ensuring timely compliance under the Companies Act, 2013 is not just a regulatory obligation, but also a reflection of an organization’s ethical standing and operational discipline. Both private and public limited companies are required to adhere to a structured set of annual compliance requirements to avoid penalties and legal consequences.

KEY ANNUAL COMPLIANCE REQUIREMENTS

  1. Directors must submit Form MBP-1 (Disclosure of Interest) at the first board meeting of the financial year.
  2. Directors must give a Declaration of Non-Disqualification using Form DIR-8 once every financial year.
  3. Public companies must hold at least four board meetings each year—one in every quarter, and maintain proper minutes.
  4. Annual General Meeting (AGM) must be held by 30th September 2025 for FY 2024-25 (within 6 months from the end of the financial year).
  5. File the Annual Return using Form MGT-7 or MGT-7A (except for OPCs) within 60 days of the AGM.
  6. Submit Financial Statements using Form AOC-4 (with Board’s Report and Auditor’s Report) within 30 days of the AGM.
  7. If due, file Form ADT-1 for appointment or reappointment of the auditor within 15 days of the AGM.
  8. Every director must complete their KYC using Form DIR-3 KYC by 30th September 2025.
  9. All companies must maintain statutory registers regularly—either manually or through software.

ADDITIONAL COMPLIANCES FOR PUBLIC COMPANIES/COMPANIES OTHER THAN SMALL

  1. Secretarial Audit Report (Form MR-3) is required for listed companies or public companies with either paid-up share capital of ₹50 crore or more, or turnover of ₹250 crore or more.
  2. CSR Report must be prepared and disclosed if the company meets the criteria under Section 135 (based on net worth, turnover, or net profit).
  3. Report on AGM (Form MGT-7) must be filed by listed companies within 30 days of the AGM.
  4. Unlisted public companies/companies other than companies must convert their physical shares into demat form as it is now mandatory.

NON-COMPLIANCE PENALTY

Non-compliance with the rules and regulations of the Companies Act in India can result in penalties for the company and its defaulting members. Penalties typically involve fines imposed for the duration of the non-compliance. Additionally, delays in annual filings may incur additional fees. Therefore, companies should fulfil their compliance obligations promptly to avoid penalties and financial repercussions.

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