Annual Compliance for Listed Company

By | August 15, 2015

Annual Compliance for Listed Company under Companies Act, 2013.

S. No. Section & Rules Particular of Compliance
1. Receipt of MBP-1 184(1) Form MBP- 1 Every Director of the Company in First Meeting of the Board of Director in each Financial Year will disclose his interest in other entities.
Every Director is required to submit with the company fresh MBP-1 whenever there is change in his interest from the earlier given MBP-1.
2. Receipt of DIR- 8 164(2) Form DIR – 8 Every Director of the Company in each Financial Year will file with the Company disclosure of non-disqualification.
3. E- Forms Filing Requirements 92 E-form:MGT-7 Annual Return: Every Small Company will file its Annual Return within 60 days of holding of Annual General Meeting. Annual Return will be for the period 1st April to 31stMarch.
4. 137 E-form:AOC-4 Financial Statement:Company required filing its Balance Sheet along with statement of profit and Loss account, Cash Flow Statement and Director Report in this form.
Attachment:Balance Sheet, Statement of Profit & Loss account (Including Consolidated Financial Statement), Director Report, Auditors’ Report, Cash Flow Statement and Notice of AGM.
5. 179(3) MGT-14 Adoption of Financials and Director Report:Company will file MGT-14 along with copy of Board Resolution within 30 days of Board Meeting.
6. 92 MGT-8 Certification of Annual Return:Every Small Company will file with its Annual Return within 60 days of end of Financial Year.
7. 121 MGT-15 Report on AGM:Company shall prepare in the report on each AGM.
8. 179(3) MGT-14 Appointment of Secretarial AuditorCompany will file MGT-14 along with copy of Board Resolution within 30 days of Board Meeting.
9. 148(3) CRA- 2 Appointment of Cost AuditorCompany will file copy of Board Resolution within 30 days of Board Meeting.
10. 149 DIR- 12 Appointment of Independent Director.
11. 149 DIR- 12 Appointment of Women Director.
12. Directors’ Report 134 Directors’ report will be prepared by mention of all the information required for Small company under Section 134.

It should be signed by the “Chairperson” authorized by the Board, Where he is not so authorized by at least 2 Directors; one of them should be Managing Director if any.

13. XBRL Every listed company is required to prepare its financial statement in Extensible Business reporting system.
14. Circulation of Financial Statement & other relevant Dox 136 Company will send to the Members of the Company approved financial statement (including consolidated Financial Statement), Directors’ report and auditors’ Report at least 21 clear days before the Annual General Meeting.
15. Notice ofAGM 101 & SS-II Every Notice of Annual General Meeting will be prepared as per Section 101 of Companies Act 2013 and Secretarial Standard – II.
Every Listed Company will give e-voting Facility.
16. Sending of Notice of AGM 101 & SS Notice of Annual General Meeting will be send to followings:• All Directors, Members, Statutory Auditor.• Secretarial Auditor, If any.• Debenture Trustee, if any.
17. Board Meetings 173 &SS-I Every Company shall hold a minimum number of FOUR Meetings of its Board of Directors every year in such a manner that maximum gap between two Meeting not more than 120 (One hundred Twenty) days. Company should hold at least 1 (one) Board Meeting every quarter of calendar year.
18. Appointment of Auditor 139 E-form ADT-1 Auditor will be appointed for the 5 (Five) year and form ADT-1 will be file for 5-year appointment.
After that every year in AGM Shareholder will ratify the Auditor but here is no need to file ADT-1.
19. Maintenance of Registers 88 Company will maintain the following mandatory Registers:

• Register of Director, Director Shareholding, Members.

• Register of Loan, Guarantee, Investment made by the Company.

• Register of Contract with Related Parties.

• Register of Key Managerial Personnel and their Shareholding.

20. E- Voting 108 Voting Through Electronic Means:It is mandatory for the Listed Company to provide e-voting facility to Shareholders.
21. Postal Ballot 110 Voting Through Postal Ballot: There is certain Item for which it is mandatory for the Company to provide Postal Ballot Facility.
22. Secretarial Audit 204 E- formMGT-14 All the Listed Companies are required to appoint Company Secretary as Secretarial Audit.
23. Internal Auditor 138 E- formMGT-14 Company are required to appoint internal auditor and required to file e-form within 30 days of appointment.
24. Audit Committee 177 Listed Company are required to constitute its Audit Committee and meetings of Committee will be as per Secretarial Standard- I.
25. Nomination & Remuneration Committee 178 Listed Company are required to constitute its Nomination & Remuneration Committee and meetings of Committee will be as per Secretarial Standard- I.
26. Stake Holder Relationship Committee 178 Listed Company are required to constitute its Stake Holder Relationship Committee and meetings of Committee will be as per Secretarial Standard- I.
27. Vigil Mechanism 178 Listed Company is required constituting policy of vigil mechanism.
28. Return for Change in Stake of Promoter 93 E- formMGT- 10 Listed Company shall file a return with the Registrar with respect to change in the number of shares held by promoters and top ten shareholders of such company, within fifteen days of such change
25. E- Forms Filing Requirements Rule- 22 Chap. V DPT- 3 Company if accept deposit during the year then required to return of deposit within 30 days of end of financial year.
26. 196 MR-1 Return of appointment and re-appointment of Managing Director or Whole time Director or Manager or KMP.
27. 203 MR-1 Appointment of KMP:Company Required to appoint:1. Company Secretary2. CFO3. MD/CEO/WTD
28. 149 DIR- 12 Appointment of Independent Director.
29. 149 DIR- 12 Appointment of Women Director.
30. 205 MR – 3 Listed companies are required to get Secretarial Audit of the Company from the Practicing Company Secretary and repot of PCS will be part of Directors’ Report.

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