ROC / MCA Compliance

Private Limited Companies (including Indian Startups)

The following are particularly relevant for private limited companies:

• Incorporation, PAN/TAN/GST coordination and post-incorporation setup support.
• First Board Meeting, statutory registers, share certificates and initial corporate records.
• Appointment of first auditor and ADT-1 filing, where applicable.
• Annual financial statement filing through AOC-4 and annual return filing through MGT-7 or MGT-7A, as applicable.
• Director appointment, resignation, change in designation, DIN/KYC and related ROC filings.
• Registered-office change within the same city, same state or outside the state, with relevant approvals and ROC filings.
• Increase in authorised share capital and alteration of capital clause.
• Allotment of shares, rights issue, preferential allotment, private placement, ESOP-related support and PAS-3 filing, as applicable.
• Share transfer, transmission, issue of duplicate certificates and maintenance of shareholding records.
• Change in company name, object clause, memorandum or articles of association.
• Conversion between Private Limited Company, Public Limited Company, OPC and LLP, where legally permitted and applicable.
• Strike-off and closure through Form STK-2 or other applicable processes.

Consult Now →

Public Limited Companies

Public limited companies require the core company compliances above, along with heightened governance and capital-related compliances depending on whether they are listed or unlisted.

• All annual financial-statement and annual-return filings applicable to companies.
• Public-company governance support for Board meetings, shareholder meetings, committees, minutes and statutory registers.
• Appointment and change of directors, independent directors and key managerial personnel, where applicable.
• Share capital, allotment, securities issuance and dematerialisation-related documentation and filings.
• Filing of PAS-6 reconciliation of share capital audit report for applicable unlisted public companies.
• Secretarial audit, cost audit and annual return certification support, including MR-3, CRA-2, CRA-4 and MGT-8, where applicable.
• Deposits, borrowings, charges, debentures and related ROC filing support.
• Corporate action support for rights issues, preferential issues, private placements, bonus issues, buy-back, reduction of capital and restructuring, where applicable.
• Conversion, amalgamation, merger, demerger, revival, revival of struck-off company and other restructuring-related support, as applicable.
• For listed companies: coordination support for MCA/ROC matters alongside SEBI, stock-exchange and depository compliances, subject to the appropriate professional scope.

Consult Now →

LLP Compliances

Annual compliances

• Annual return filing — Filing of LLP Form 11, containing prescribed partner and LLP details, generally due within 60 days from the close of the financial year.
• Statement of Account and Solvency — Preparation and filing of LLP Form 8, covering the LLP’s financial position and solvency declaration.
• Income-tax return coordination — Support for LLP tax-return preparation and filing, tax-audit coordination and related direct-tax requirements, where applicable.
• Maintenance of books and records — Maintenance of books of account, partner records, contribution details, LLP agreement and statutory documents.
• Designated Partner DIN/KYC compliance — Support for DIN/KYC and change-related requirements for designated partners, where applicable.

Event-based LLP compliances

• LLP incorporation and post-incorporation compliance support.
• Filing of LLP agreement and amendments through Form 3.
• Change in LLP name, registered office, business objects or other agreement terms.
• Appointment, cessation or change in details of designated partners and partners through Form 4.
• Change in partner contribution, profit-sharing ratio, partner rights or LLP agreement terms.
• Change in registered office.
• Charge creation, modification or satisfaction-related filings, where applicable.
• Compounding, adjudication, strike-off, closure and restoration-related support, where applicable.
• Conversion of partnership firm, private company or unlisted public company into LLP, and LLP conversion or restructuring support, where legally permissible.

Consult Now →

CSR Compliance

CSR obligations apply only to companies meeting the thresholds prescribed under Section 135 of the Companies Act, 2013. CSR does not ordinarily apply to LLPs as LLPs are not companies under that provision.

• CSR applicability assessment — Review of net worth, turnover and net profit thresholds and determination of CSR obligations under Section 135, where applicable.
• CSR Committee support — Assistance with constitution, reconstitution and documentation of the CSR Committee, where required.
• CSR policy and Board approvals — Drafting or updating of the CSR Policy, annual action plan, Board resolutions and approvals.
• CSR project identification and due diligence — Support for identifying eligible Schedule VII activities, evaluating projects and reviewing implementing agencies.
• Implementing-agency verification — Verification and documentation of CSR-1 registration and eligibility of implementing agencies, where applicable.
• CSR budget and expenditure monitoring — Computation of prescribed CSR obligation, monitoring of approved projects, tracking of expenditure and administrative overheads.
• Unspent CSR amount compliance — Support for transfer of unspent CSR amounts to the Unspent CSR Account and/or relevant funds, as applicable to ongoing and non-ongoing projects.
• Impact-assessment support — Coordination and reporting support for impact assessment, where the legal threshold and applicability conditions are met.
• CSR disclosures — Preparation of CSR disclosures for the Board’s Report, financial statements and company website, where applicable.
• CSR-2 filing — Preparation and filing of Form CSR-2, containing prescribed CSR expenditure, project, unspent amount, implementing-agency and related disclosures. CSR-2 is linked with the relevant AOC-4 filing for applicable financial years under the MCA filing framework.
• CSR documentation and audit trail — Maintenance of project approvals, utilisation certificates, invoices, agreements, monitoring reports, Board minutes and supporting records.

Consult Now →