1. Board and Shareholder Meetings:
Every company must conduct its first Board meeting within 30 days of incorporation and hold a minimum of four Board meetings each financial year, with no more than 120 days between two meetings. An Annual General Meeting (AGM) must be convened within six months from the end of the financial year to present financial statements, appoint auditors, and address shareholder matters. Proper notice, quorum, and minute-keeping are critical to the validity of these meetings.
2. Maintenance of Statutory Registers and Records:
The Companies Act, 2013 requires maintenance of statutory registers, including the Register of Members, Register of Directors and Key Managerial Personnel, Register of Charges, and Register of Share Transfers. These must be updated regularly and kept at the company’s registered office. Accurate record-keeping not only ensures compliance but also serves as vital evidence in regulatory inspections or corporate due diligence exercises.
3. Filing of Annual Returns and Financial Statements:
Every company must file its Annual Return (Form MGT-7) and Financial Statements (Form AOC-4) with the Registrar of Companies (ROC) within the prescribed timelines generally within 60 days and 30 days from the date of the AGM, respectively. These filings disclose shareholding patterns, management details, and financial performance, promoting corporate transparency. Non-filing may attract heavy penalties and disqualification of directors.
4. Appointment and Audit of Statutory Auditors:
Under Section 139 of the Companies Act, a company must appoint a statutory auditor within 30 days of incorporation, whose role is to audit financial statements and ensure compliance with accounting standards. The auditor’s appointment must be ratified in the AGM, and their report forms an integral part of annual disclosures. Regular audits ensure financial accuracy and strengthen corporate credibility.
5. Disclosure of Interests and Related Party Transactions:
Directors are required to disclose their interests in other entities under Section 184, and related party transactions must comply with Sections 188 and 189 of the Act. Such transactions must be conducted at arm’s length and in the company’s best interest, with prior approval of the Board or shareholders when thresholds are crossed. Proper disclosure and approval safeguard against conflicts of interest and governance lapses.
6. Maintenance of Books of Accounts and Financial Discipline:
Companies must maintain proper books of accounts reflecting their financial position, in accordance with Section 128 of the Companies Act. Records should be kept for a minimum of eight years and be accessible for inspection. Adherence to Accounting Standards notified under the Companies (Accounting Standards) Rules, 2021 ensures uniformity and transparency in financial reporting.
7. Event-Based Compliances:
Certain events trigger additional filings with the ROC, such as changes in directors (Form DIR-12), alteration of capital (Form SH-7), change in registered office (Form INC-22), or creation of charges (Form CHG-1). Timely filing of these event-based compliances is essential to keep the company’s public records updated and legally accurate.
8. Taxation and Other Regulatory Compliances:
Companies must obtain a Permanent Account Number (PAN) and Tax Deduction Account Number (TAN) and ensure timely payment of advance tax, TDS, and GST. They must file periodic returns such as Income Tax Returns, GST Returns, and TDS Statements within prescribed timelines. In addition, sector-specific entities (like NBFCs, listed companies, or companies under SEBI regulation) must adhere to their respective statutory frameworks.
9. Secretarial Standards and Compliance Certificate:
Companies are required to adhere to Secretarial Standards (SS-1 and SS-2) issued by the Institute of Company Secretaries of India (ICSI), relating to Board and General Meetings. Certain classes of companies must also file a Secretarial Compliance Report or Secretarial Audit Report (Form MR-3), certified by a qualified Company Secretary. This reinforces governance discipline and statutory accountability.
10. Corporate Social Responsibility (CSR) and Other Specific Obligations:
Companies meeting the thresholds under Section 135 of the Act must constitute a CSR Committee, allocate at least 2% of average net profits of the preceding three years toward CSR activities, and disclose policy implementation in their annual report. This reflects the growing emphasis on social responsibility within the corporate governance framework.
Corporate compliance in India extends beyond statutory filings it represents a commitment to governance, transparency, and ethical conduct. Regular adherence to legal obligations not only safeguards a company from regulatory penalties but also enhances its credibility among investors and stakeholders. In today’s evolving regulatory landscape, establishing a robust compliance framework is indispensable for long-term business sustainability and integrity.