Annual Compliance for Listed Company

By | August 15, 2015
(Last Updated On: August 14, 2015)

Annual Compliance for Listed Company under Companies Act, 2013.

S. No.Section & RulesParticular of Compliance
1.Receipt of MBP-1184(1)Form MBP- 1Every 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- 8164(2)Form DIR – 8Every Director of the Company in each Financial Year will file with the Company disclosure of non-disqualification.
3.E- Forms Filing Requirements92E-form:MGT-7Annual 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.
4.137E-form:AOC-4Financial 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-14Adoption of Financials and Director Report:Company will file MGT-14 along with copy of Board Resolution within 30 days of Board Meeting.
6.92MGT-8Certification of Annual Return:Every Small Company will file with its Annual Return within 60 days of end of Financial Year.
7.121MGT-15Report on AGM:Company shall prepare in the report on each AGM.
8.179(3)MGT-14Appointment of Secretarial AuditorCompany will file MGT-14 along with copy of Board Resolution within 30 days of Board Meeting.
9.148(3)CRA- 2Appointment of Cost AuditorCompany will file copy of Board Resolution within 30 days of Board Meeting.
10.149DIR- 12Appointment of Independent Director.
11.149DIR- 12Appointment of Women Director.
12.Directors’ Report134Directors’ 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.XBRLEvery listed company is required to prepare its financial statement in Extensible Business reporting system.
14.Circulation of Financial Statement & other relevant Dox136Company 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 ofAGM101 & SS-IIEvery 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 AGM101 & SSNotice of Annual General Meeting will be send to followings:• All Directors, Members, Statutory Auditor.• Secretarial Auditor, If any.• Debenture Trustee, if any.
17.Board Meetings173 &SS-IEvery 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 Auditor139E-form ADT-1Auditor 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 Registers88Company 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- Voting108Voting Through Electronic Means:It is mandatory for the Listed Company to provide e-voting facility to Shareholders.
21.Postal Ballot110Voting Through Postal Ballot: There is certain Item for which it is mandatory for the Company to provide Postal Ballot Facility.
22.Secretarial Audit204E- formMGT-14All the Listed Companies are required to appoint Company Secretary as Secretarial Audit.
23.Internal Auditor138E- formMGT-14Company are required to appoint internal auditor and required to file e-form within 30 days of appointment.
24.Audit Committee177Listed Company are required to constitute its Audit Committee and meetings of Committee will be as per Secretarial Standard- I.
25.Nomination & Remuneration Committee178Listed Company are required to constitute its Nomination & Remuneration Committee and meetings of Committee will be as per Secretarial Standard- I.
26.Stake Holder Relationship Committee178Listed Company are required to constitute its Stake Holder Relationship Committee and meetings of Committee will be as per Secretarial Standard- I.
27.Vigil Mechanism178Listed Company is required constituting policy of vigil mechanism.
28.Return for Change in Stake of Promoter93E- formMGT- 10Listed 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 RequirementsRule- 22 Chap. VDPT- 3Company if accept deposit during the year then required to return of deposit within 30 days of end of financial year.
26.196MR-1Return of appointment and re-appointment of Managing Director or Whole time Director or Manager or KMP.
27.203MR-1Appointment of KMP:Company Required to appoint:1. Company Secretary2. CFO3. MD/CEO/WTD
28.149DIR- 12Appointment of Independent Director.
29.149DIR- 12Appointment of Women Director.
30.205MR – 3Listed 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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