According to the Companies Act, 2013 it is mandatory for every Company whether it is a Private Limited Company, One person Company, Public limited Company or a Section 8 Company, to file its annual accounts along with the annual return with the Registrar of Companies. The time frame for Annual Filing of Company is within 30 days for annual accounts and 60 days for the annual return from the conclusion of the Annual General Meeting. The ROC filing mainly consists of two forms namely E-form AOC-4 for filing the Financial Statements and E-form MGT-7 for filing of annual return of the Company.
ROC FILING PROCEDURE:
- Board Meeting: A board meeting needs to be held for the following purposes:
To authorize the auditor for the preparation of the financial statements that is Balance Sheet, Profit & loss Account, Auditor Report etc. as per the third schedule of the Companies Act, 2013.
Authorisation of the Director’s of the Company or the Company Secretary wherever applicable for preparation of the Board’s Report and the Annual Return of the Company as per the Companies Act, 2013.
After the financials have been prepared another Board Meeting needs to be held for the approval of the draft financial statements along with the board report and the annual return by the Directors of the Company.
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- Annual General Meeting: The AGM needs to be conducted to approve the draft of the financial statements, annual return and the board report by the shareholders of the Company. One needs to note that the financial statements are considered final only once they are approved by the shareholder’s in the Annual General Meeting.
The date of AGM is the determining factor for due date of ROC filing, in case of new companies the Annual General Meeting should be held within eighteen months from the incorporation date or nine months form the close of financial year whichever is earlier. Further for all other Companies AGM should be held within six months from the close of the financial year. Also the annual general meeting shall be called only during the business hours 9 a.m. to 6 p.m., on any day which is not a national holiday. The AGM has to held at the registered office of the company or at some other place within the same city, town or village where the registered office of the company is situated.
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- Annual Filing of Company: After the Annual General Meeting the audited financial statements along with the various reports need to be filed with the Registrar of the Companies. Kindly take note that it is the duty of the directors of the Company for timely ROC filing of the Company.
Takeaway: All the Companies incorporated/registered in India need to file the above mentioned documents with the ROC every year irrespective of the turnover, operations, or the current status of the Company. Any failure in compliance of these regulations may lead to heavy penalties and fines for all directors, officers responsible for such default.
FREQUENTLY ASKED QUESTIONS:
Q . What is the government fee for filing annual filing forms?
A. The ROC filing fees is concerned, it is structured differently for companies with a different capital. The companies having an authorized capital of Rs. 1 lac are charged Rs.300 for each of the forms i.e. Form AOC-4 and MGT-7. On the other hand, the companies having an authorized capital of Rs. 5 lac or more have to pay Rs 400 per form.
Q. What will happen if ROC filing not done within due date?
A. With effect from 1st July, 2018 the additional fees for E-form AOC-4 (XBRL and Non-XBRL) and E-form MGT-7 after the due date is Rs. 100 per day per form.
Q. What is the annual filing due date ?
A. Companies need to file the annual accounts and annual return as per the Companies Act, 2013 within 30 days and 60 days respectively from the conclusion of the Annual General Meeting of the Company.
Q. What are the documents required?
A. Following documents are required for private limited company annual filing:
- A copy of the financial statements duly authenticated as per section 134 (including Board’s report, auditors’ report and other documents)
- Details of entering into contracts/Arrangements/transactions with related parties as per Sub-section (1) of section 188 – Form AOC-2
- Directors’ report as per section134 (3) of the Companies Act, 2013
- The list of shareholders, debenture holders if any