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ROC Compliances

What is ROC Compliance?

ROC stands for Registrar of Companies which is an office under the Indian Ministry of corporate affairs which deals with the administration of the Companies Act, 2013. ROC has been allocated under the section 609 of companies act covering the various states and union territories with the prime duty of registering companies and LLPs floating in respective states and the union territories and making sure that such companies and LLPs comply with statutory requirements under the act.

The office of ROC associates as a registry records, connected to the companies registered with them, which are available for an inspection by the members of the public on payment of a prescribed fee. Furthermore, there are currently 22 Registrars of companies (ROC) who are managing from offices in all the major states of India.

It is foremost to comply with all the compliance applicable to your company to avoid fines and penalties.

What are the benefits to file ROC Compliance?

  • Save penalty
Filing up all the required forms on time for regular compliances and special compliances saves a penalty of up to 12 times of normal fee.
  • Safe from strike off
Regular annual compliance provision prevents you from an action nowadays taken by ROC to strike off companies who have not filed annual compliance for the last 2 years and accordingly, provision Directors disqualification from other companies and the legal penal provisions under companies act 2013.
As the restoration or activation of the company name cost Lakhs to the company.
  • Maintaining company status active
Regular compliance helps to maintain the company’s status active on the ROC portal and up to date that helps the company in different business activities like taking finance, tender, third-party inspection, etc.
  • Company legal provision
Maintaining up-to-date Minutes, statutory Register, Board Resolutions, Issue share certificate on time, and stamping of share certificates is a basic requirement for a company to keep up to date as per the company act and rules.

What are the essential documents required to File ROC?

  • Annual Return (Form MGT-7)
Balance Sheet : A detailed report of the company’s financial status.
Profit & Loss Account : Statement showing the company’s profits and losses.
Shareholder Details : List of shareholders and their holdings.
Indebtedness Details : Information on the company’s debts.
Changes in Shareholding : Documentation of any changes in shareholding during the year.
  • Financial Statements (Form AOC-4)
Balance Sheet : Detailed balance sheet.
Profit & Loss Account : Comprehensive P&L statement.
Cash Flow Statement : A summary of cash inflows and outflows.
Directors’ Report : Report from the board of directors.
Auditors’ Report : The auditors’ findings and observations.
Notes to Accounts : Detailed notes explaining various aspects of the financial statements.
  • Appointment of Auditor (Form ADT-1)
Board Resolution : Copy of the resolution passed by the board.
Consent Letter from the Auditor : The appointed auditor’s consent to act as an auditor.
Notice of AGM : Notice of the Annual General Meeting where the auditor was appointed.
  • Director’s KYC Form (Form DIR-3 KYC)
PAN Card : Permanent Account Number card issued by the Income Tax Department.
Aadhaar Card : Issued by the Unique Identification Authority of India (UIDAI).
Other Document : Photo and director’s contact details.

What are the forms filed for ROC Compliances?

  • Form DIR-3 Director’s KYC -
Every Director who has been allotted a Director Identification Number (DIN) must submit their KYC (Know Your Customer) details annually through Form DIR-3 KYC. This process ensures that the details of all directors are up-to-date.
  • Form ADT-1 Auditor appointment -
The ADT-1 form is a document required for the appointment of directors in Indian companies. It needs to be filed with the Registrar of Companies (ROC) within 30 days from the date of appointment of a director.
  • Form AOC-4- Financial Statements
Mainly all the companies file their financial statements and relevant attachments using Form AOC-4 every year. The adopted financial statements of the company must be filed within 30 days of the date of AGM.
On the other hand, if the company needs to revise the financial statements or Board’s report then revised financial statements can also be filed using form AOC-4.
  • Form MGT-7-Annual Return
  • Registered office details of the company, principal business activities particulars of its holdings, and associate companies
  • Debentures, share and other securities and shareholding guide
  • Indebtedness
  • Debenture holders and members along with changes
  • Directors, promoters, key managerial personnel with changes
  • Meeting with members
  • Director’s remuneration and key managerial personnel
  • Punishment or penalty imposed on the company, its officers or director and details imposed on the company of offenses as well as appeals made against such punishment/penalty
  • Certification of compliances matters
  • A pattern of shareholding of the company and such other matters as required in the form

What are the forms filed for ROC Compliances?

Here is the procedure for filing financial statements and annual return of the company below:
  • Validate the auditor for producing the financial statements as per schedule III of the companies act, 2013.
  • Identifying the director or company secretary for preparation of the board’s report and annual return as per the companies act, 2013.
  • Hold a separate Board Meeting for accepting the draft financial statements, board report, and annual return by the directors of the company.
  • Supervise the Annual General Meeting (AGM) of the company and plot the necessary resolutions. Financial statements could be reviewed as the final only when the same resolution is approved by the shareholders in a general meeting.

FAQs

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Who needs to comply with ROC requirements?

All companies registered under the Companies Act, including private limited companies, public limited companies, and one-person companies, are required to comply with ROC requirements

The Companies Act 2013 and the Ministry of Corporate Affairs.

Penalties for non-compliance can include fines, penalties, and legal action against the company and its directors. The specific penalties depend on the nature and severity of the non-compliance.

Post incorporation ROC Compliances for a Private Limited are as followed:- Affix the name of a company and address of its registered office outside the office Open a bank account Appoint auditor within 30 days of incorporation Hold anannual general meeting every financial year Prepare and file annual Compliances with ROC.

Post incorporation ROC Compliances for LLP are as follow:- File an LLP agreement Make PAN and TAN application Open a new Bank account Auditor appointment, if essential Filing LLP Annual Return

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