ROC (Registrar of Companies) Compliances – A Complete Guide

ROC (Registrar of Companies) compliances refer to the statutory requirements that companies registered under the Companies Act, 2013 must fulfill to maintain legal standing and transparency. The Ministry of Corporate Affairs (MCA) regulates these compliances through the Registrar of Companies (ROC), ensuring that businesses operate within the legal framework.

Types of ROC Compliances

1. Annual ROC Compliances

These are mandatory filings for all companies to maintain good standing with the ROC.

• AOC-4 (Financial Statements) – Companies must file their audited financial statements with the ROC within 30 days from the Annual General Meeting (AGM).
• MGT-7 (Annual Return) – Companies must submit details of shareholding, directorships, and corporate governance practices within 60 days of the AGM.
• MGT-8 (Certification of Annual Return) – Required for listed and specific large companies, signed by a practicing company secretary.

2. Event-Based ROC Compliances

These are filings required upon specific events occurring in the company:

• DIR-12 – For the appointment, resignation, or changes in directors.
• PAS-3 – For the allotment of shares.
• MGT-14 – For resolutions passed by the board or shareholders on significant matters.
• INC-22 – For change in the registered office address.
• SH-7 – For any change in share capital structure.

3. Other Key ROC Compliances

• DIR-3 KYC – Mandatory for all directors to file their KYC details annually.
• ADT-1 – Appointment of auditors must be reported within 15 days of appointment.
• DPT-3 – Declaration of outstanding loans or deposits by the company.

Consequences of Non-Compliance

Failure to meet ROC compliance deadlines can result in penalties, fines, disqualification of directors, and even company strike-off by the MCA.

Conclusion

Timely ROC compliance ensures that a company remains legally compliant, avoids penalties, and maintains a good reputation. Businesses should engage professional Chartered Accountants or Company Secretaries to handle these filings efficiently.