Compliance Filling Checklist

Resource CentreCompliance Filling Checklist

Compliance Filing Checklist

Under the Companies Act 2013 for various events, lot of filings required to be undertaken with the Registrar of Companies. To provide a quick of view of such filings, we have compiled the list of events under which various filings has to be done. Apart from the filing requirement, the list of documents that are required to be filed is also available.

ChapterProcess

Chapter II - Incorporation of Company and Matters Incidental Thereto (3 - 22)

Changing the name of an existing company

Form to be filed

Time limit

To be filed with

Documents required to be filed

INC -1

N.A.

Registrar

In case of change of name of an existing company , a copy of the board resolution
If change of name is due to direction received from the central government , then copy of such direction
In case the proposed name(s) are based on a registered trade mark or is a subject matter of an application pending for registration under the Trade Mark Act, 1999, the approval of the owner of the trademark or the applicant of such application for registration of trademark
Copy of Central government (CG) approval in case the proposed name contains such word(s) or expression(s) for which the approval of CG is required
Proof of relation, where the name includes name of relatives.
In principle approval from the concerned regulator
NOC from sole proprietor/partners/other associates, where the name is already used by 5y them in last 5 years.
Copy of affidavit in case proposed name including phrase’ Electoral Trust’
Order in form of specific direction of Competent authority that the name released on change of name by any company shall remain in database and shall not be allowed to be taken by any other Company including the group company of the company including the group company of the company who has changed the name for period of 3 years from the date of change
In case the key word used in the name proposed is the name of a person other than the name(s) of the promoters or their close blood relatives. NOC from such other persons shall be required (Rule 8(4))
Board resolution of group companies, if group name is used

INC-24

After passing of the resolution authorizing name change of the company by the shareholders

Registrar(Power is delegated from Central Government to ROC)

Minutes of the member’s meeting

MGT-14

Within 30 days of passing a resolution authorizing name change

Registrar

Notice of meeting along with certified copy of the resolution
Altered memorandum of association
Altered articles of association

Incorporation of Company other than One person company

Form to be filed

Time limit

To be filed with

Documents required to be filed

DIR-3

Before filing application for name availability

Regional Director, Noida(Power is delegated by Central Government)

Self-attested proof of identity of applicant
Self-attested proof of residence of applicant

INC -1

Before Incorporation

Registrar

In case the proposed name(s) are based on a registered trade mark or is a subject matter of an application pending for registration under the Trade Mark Act, 1999, the approval of the owner of the trademark or the applicant of such application for registration of trademark
Copy of Central government (CG) approval in case the proposed name contains such word(s) or expression(s) for which the approval of CG is required
Proof of relation, where the name includes name of relatives.
In principle approval from the concerned regulator
NOC from sole proprietor/partners/other associates, where the name is already used b95y them in last 5 years. (Rule no 8(5) of the Companies (Incorporation) Rules, 2014
NOC form existing Company
Copy of affidavit in case proposed name including phrase’ Electoral Trust’
In case the key word used in the name proposed is the name of a person other than the name(s) of the promoters or their close blood relatives. NOC from such other persons shall be required (Rule 8(4))
Board resolution of group companies, if group name is used

INC -7

After name approval but before the date of expiry of validity of approved name

Registrar

Memorandum of association
Articles of association
Declaration in Form INC-8 from advocate, Chartered Accountant, Cost Accountant or Company Secretary in practice
Affidavit from each of the subscriber to the memorandum in Form No.INC-9
Identity Proof and residential address proof of subscribers
Specimen signatures in Form no INC-10
Copy of in-principle approval granted by sectorial regulator , if required
NOC in case there is change in the promoters(First subscribers to Memorandum of Association)
Proof of nationality (in case the subscriber is a foreign national)
PAN card (in case of Indian national)
Copy of certificate of incorporation of the foreign body corporate and registered office address
Copy of resolution/consent by all the partners or board resolution authorizing to subscribe to MOA.

DIR-12

Form is required to be filed at the time of applying for incorporation

Registrar

Affidavit from each of the first directors in Form No.INC-9
Consent of the appointee director in Form No DIR-2
Interest in other entities

INC-22

Within 30 days of incorporation

Registrar

To be filed where permanent address is provided :

Conveyance/Lease deed/Rent Agreement along with the rent receipts etc.;
Copies of the utility bills (not older than two months);
A proof that the Company is permitted to use the address as the registered office of the Company if the same is owned by any other entity/ Person (not taken on lease by company)

Incorporation of One person Company

Form to be filed

Time limit

To be filed with

Documents required to be filed

DIR-3

Before filing application for name availability

Regional Director, Noida(Power is delegated by Central Government)

Self-attested proof of identity of applicant
Self-attested proof of residence of applicant

INC -1

Before Incorporation

Registrar

In case the proposed name(s) are based on a registered trade mark or is a subject matter of an application pending for registration under the Trade Mark Act, 1999, the approval of the owner of the trademark or the applicant of such application for registration of trademark
Copy of Central government (CG) approval in case the proposed name contains such word(s) or expression(s) for which the approval of CG is required
Proof of relation, where the name includes name of relatives.
In principle approval from the concerned regulator
NOC from sole proprietor/partners/other associates, where the name is already used b95y them in last 5 years. (Rule no 8(5) of the Companies (Incorporation) Rules, 2014
Copy of affidavit in case proposed name including phrase’ Electoral Trust’
In case the key word used in the name proposed is the name of a person other than the name(s) of the promoters or their close blood relatives. NOC from such other persons shall be required (Rule 8(4))
Board resolution of group companies, if group name is used

INC-2

After name approval but before the date of expiry of validity of approved name

Registrar

Memorandum of association
Articles of Association
Proof of identity of the member and the nominee
Residential proof of the member and nominee
Copy of the PAN card of member and nominee
Consent of nominee in form INC-3
Affidavit from the subscriber and first director to the memorandum in form INC-9
Specimen signature in form INC-10

DIR-12

Form is required to be filed at the time of applying for incorporation

Registrar

Consent of the appointee director in Form No DIR-2

Interest in other entities

INC-22

Within 30 days of incorporation

Registrar

To be filed where permanent address is provided :

Conveyance/Lease deed/Rent Agreement along with the rent receipts etc.;
Copies of the utility bills (not older than two months);
A proof that the Company is permitted to use the address as the registered office of the Company if the same is owned by any other entity/ Person (not taken on lease by company)

Commencement of Business

Inserting Provisions of entrenchment in the articles of an existing company

Conversion of private company into One Person Company

Withdrawal of nomination by the nominee

Change in the nominee of the One Person Company by the sole member

Sole member of the OPC ceases to be a member

License under section 8 for existing company

Conversion of Section 8 Company into Company of any other kind

Form to be filed

Time limit

To be filed with

Documents required to be filed

INC-18

After filing of the MGT 14

Regional Director(Power is delegated by Central Government)

Memorandum of association;
Articles of association ;
Copy of board resolution(s);
Copy of the special resolution passed and Notice conveningthe general meeting along with the relevant explanatorystatement annexed thereto;
Proof of service of notice convening the general meeting to relevant authorities
Certificate from CA/CS/CWA (in practice) certifying that the conditions laid down in the Act and rules , have been complied with;
Statement of assets and liabilities of the company as on the date not earlier than 30 days of that date duly certified by the auditor;
Copy of valuation report by a registered value about the market value of assets;
Audited financial statements, the Board’s reports, annual returns and the audit reports for each of the two financial years immediately preceding the date of application or , where the company has functioned only for one financial year, for such year;
Declaration by Board of Director that no portion of income or property of company has been directly or indirectly by way of dividend , bonus or otherwise.
NOC, if any special status , grant , exemption , privileges or benefits has been from any authority etc. (if applicable)
Full details of fixed assets alienated if any, during the preceding three financial years
Written consent of the lenders, if any loan is outstanding
Proof of payment of differential amount, where the company has acquired any immovable property through lease or otherwise from any Government or authority or body corporate or person since incorporation at concessional rate or free of cost (if applicable)
Details of donation/grant/benefit received since incorporation of the company; (if applicable)
Copy of the NOC received from sectoral regulatory authority; (if applicable)
NOC from all the creditors.
Proof of service of copy of application to Chief commissioner of income tax, charity commission , chief secretary of the state and other organization /department under the state of central government , under whose jurisdiction the company is operating

GNL-2

After the application is filed with the Regional Director

Registrar

Copy of the application along with its annexures as submitted to the Regional Director

No form prescribed

Within a week of submitting application to the Regional Director

Regional Director

Copy of notice in form no INC-19 published in the newspaper

INC-20

To be filed with within 30 days of the receipt of approval of Regional Director

Registrar

Certified copy of order of Central Government;
Copy of amended Memorandum and articles of association;
Declaration of directors for compliance of conditions, if any imposed by the Regional Director

MGT 14

Within 30 days of passing the special resolution

Registrar

Copy(s) of resolution(s) along with the copy of notice and explanatory statement under section 102
Alerted Memorandum & Articles of Association.

Change of Registered office outside the local limits of any city, town or village

Change of Registered office from jurisdiction of one Registrar to another within same state

Change of registered office from one state to another

Change of Objects of the company

Alteration of Articles of Association other than due to conversion of one company into another

Conversion of public Company into Private Company and vice versa

Chapter III - Prospectus and Allotment of Securities (23 - 42)

Variation in terms of contract or objects in prospectus

Chapter IV - Share Capital and Debentures (43 - 72)

Issue of equity shares with differential voting rights

Issue of sweat equity shares

Issue of redeemable preference shares

Alteration of share capital

Consolidate/sub-division of share capital or cancellation of shares or re-classification of capital

Rights issue

Issue of shares employee stock option scheme

Maintaining Books of accounts at a Place other than Registered Office of the Company

Allotment of shares by way of right issue

Allotment of shares on bonus issue

Issue of shares on preferential basis

Public offer of shares/securities

Issue of securities convertible into equity shares

Issue of Debentures

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