Once a Private Limited Company is registered, it must adhere to various compliance requirements under the Company Act of 2013. Here are the key compliance steps:
First Compliance - 1st Board Meeting within 30 days of company formation:
→Appointment of Auditor for one year only using Form ADT-1.
Second Compliance - File Certificate of Commencement (COC) within 180 days of company formation:
→ Deposit paid-up capital in the bank as per the prescribed ratio.
→ Submit Form INC-20A with attached Bank Statement.
Third Compliance - File the following forms between March 31st and June 30th:
→ MBP-1: Board Resolution for disclosure of interest by directors (includes details of directors' involvement with other companies, shareholdings, and status).
→ DIR-8: Intimation by directors about their disqualification, if any.
→ MSME-1: Half-yearly submission of information regarding outstanding payments to Micro, Small, and Medium Enterprises (MSMEs) within 45 days to the Registrar of Companies (for pending payments over 6 months; deadlines on April 30th and October 31st).
→DPT-3: One-time return form for loans not treated as deposits, to be filed by companies with outstanding loans (including loan types like unsecured loans).
Fourth Compliance (between June 30th and September 30th):
→Preparation of Balance Sheet, Profit & Loss statement, and other financial reports.
→DIR-3: KYC (Know Your Customer) form for directors; failure to comply may result in a fine of Rs. 5,000/-.
Fifth Compliance - Annual General Meeting (AGM) by September 30th:
→File ADT-1 within 30 days of AGM for the appointment of the auditor for five years (non-compliance results in double penalties).
Sixth Compliance - After AGM, file AOC-4 within 30 days:AOC-4 is the financial statement of the company.
Seventh Compliance - MGT-7 (Annual Return):
→File MGT-7 within 60 days of the AGM.
→Attach MGT-8 with MGT-7 for companies with turnover above Rs. 50 crores or paid-up capital above Rs. 10 crores (providing details of meetings, share transfers, director changes, etc.).
Additionally, companies must hold board meetings at least once every three months, totaling four meetings per year. Various registers must be maintained, including the register of the company, members, directors and key managerial personnel, charges, renewed and duplicate share certificates, related party transactions, and employee stock options.
Auditing Requirements for Private Limited Companies:
Auditing is an essential aspect of maintaining transparency and ensuring financial compliance within private limited companies. Different types of audits serve specific purposes, as outlined below:
Statutory Audit: The statutory audit is mandatory for every private limited company, regardless of its profit or turnover. Even companies incurring losses must conduct a statutory audit. Every financial year, private limited companies must have their annual accounts audited in accordance with the Act and Companies (Accounts) Rules, 2014.
Internal Audit: Certain prescribed private limited companies are required to conduct internal audits, including:
→Private companies with a turnover of Rs. 200 crore or more in the previous financial year.
→Private companies with outstanding borrowings or loans exceeding Rs. 100 crore or more from Public Financial Institutions or banks.
Cost Audit: Private limited companies involved in the production of goods or provision of services listed in table 3(A) or 3(B) of the companies must perform cost audits, depending on their turnovers:
For companies falling under table 3(A):
→Annual turnover of Rs. 50 crore or more from all services or products.
→Aggregate turnover of an individual service or product of Rs. 25 crore or more.
For companies falling under table 3(B):
→Annual turnover of Rs. 100 crore or more from all services or products.
→Aggregate turnover of an individual service or product of Rs. 35 crore or more.
Appointment of Auditors:
To fulfill the auditing requirements, private limited companies need to appoint auditors as follows:
Statutory Auditor: Within 30 days from the company's registration, a private limited company must appoint an auditor to conduct the statutory audit.
Internal Auditor: The company can choose to conduct internal audits using its internal staff or an independent party. The internal auditor should be a Chartered Accountant (CA), cost accountant, or any other professional as decided by the board. It is also permissible for the internal auditor to be an employee of the company.
Cost Auditor: Within 180 days of the commencement of the financial year, a private limited company must appoint a cost auditor.
Purpose of the Form
Appointment of company auditor
Annual filing of company financial statement
Filing of company annual return
Appointment of Cost Auditors
Submission of Cost audit records to the board
Filing of Cost Audit Report
Required to form a public limited company
→A Minimum 7 shareholders
→A Minimum 3 director is required
→A minimum share capital of Rs. 5 Lac is required
Required to form a private limited company
→There must be minimum of 3 shareholder and maximum 200,
→A minimum of 2 director is required
→A minimum paid up share capital of Rs 1 Lac
In 2019, the government introduced two special sections related to taxation. Under these provisions, if a company is engaged in manufacturing, it falls under a specific tax slab of 15%. This means that such companies will have a reduced tax rate of 15%, and new companies in this sector will benefit from this lower rate.
Now, let's understand the difference between a private limited company and a public limited company. A public limited company is one that is listed on a well-known stock exchange and its shares can be freely traded by the general public. This means that anyone can buy or sell the shares of a public limited company on the stock exchange.
On the other hand, a private limited company is not listed on a stock exchange. It is held privately by a group of individuals or entities who are referred to as members of the company. The shares of a private limited company are not freely tradable on the stock exchange and are generally held by a select group of individuals or entities.
There are different tax slabs applicable to private limited companies based on their turnover. If the turnover of a private limited company exceeds 400 crores, it falls under a specific tax slab of 25%. This means that such companies will have a higher tax rate of 25% for their profits.
However, for private limited companies with a turnover below 400 crores, there are different tax slabs. These companies fall under the tax slabs of 22% and 15%. This means that if the turnover of a private limited company is below 400 crores, it will have a reduced tax rate of either 22% or 15% based on its specific turnover bracket.