What is ROC Compliance?
ROC stands for Registrar of Companies which is an office under the Indian Ministry of corporate affairs that deal with the administration of the Companies Act, 2013. ROC has been appointed under section 609 of the companies act covering the various States and Union Territories are vested with the primary duty of registering companies and LLPs floating in the respective states and the Union Territories and ensuring that such companies and LLPs comply with statutory requirements under the act. The office of ROC functions as registry records, related to the companies registered with them, which are available for inspection by members of public on payment of the prescribed fee. Moreover, there are currently 22 Registrars of companies (ROC) operating from offices in all major states of India.
Besides, the central government exercises administrative control over these offices through the respective Regional Directors. It is important to comply with all compliances applicable to your company to avoid penalties and fines.
The procedure of ROC filing the annual return and Audited financial statement can be easily understood by the following process:
1. Hold a Board Meeting to
- Authorize the auditor for the preparation of financial statements as per Schedule III of the Companies Act, 2013.
- Authorize the Director or Company Secretary for preparation of Board Report and Annual Return as per the Companies Act, 2013.
2. Hold another Board Meeting for approving the draft financial statements, Board Report and Annual Return by the directors of the company.
3. Conduct the Annual General meeting of the Company and pass the necessary resolutions. Please note that the financial statements are considered final only when the same is approved by the shareholders at the General Meeting.
Documents Required for ROC Annual Filing
Every company has to attach some documents important while filing the ROC and it includes:
- Balance-Sheet: Form AOC-4 to be filed by all companies while ROC filing
- Profit & Loss Account: Form AOC-4 to be filed while ROC filing by all companies
- Annual Return: MGT 7 to be filed by companies
- Cost Audit Report: Form CRA 4 to be filed by the companies
Documents required with the ROC every year
1. Form MGT-7- Annual Return
- Registered office details of the company, particulars of its holdings, principal business activities and associate companies
- Debentures, share and other securities and shareholding pattern
- Debenture holders and members along with changes
- Directors, Promoters, key managerial personnel along with changes
- Members meeting
- Director’s remuneration and key managerial personnel;
- Punishment or penalty imposed on the company, its officers or director and details of compounding of offenses as well as appeals made against such penalty/ punishment
- Certification of compliances matters
- A pattern of the shareholding of the company and such other matters as required in the form
2. Form AOC-4 – Financial Statements & Other Documents
Mostly all companies file its financial statements and relevant attachments using Form AOC-4 each year. If the financial statements of the company are not adopted in an Annual General Meeting then un-adopted financial statements should be filed within 30 days of the date of AGM.
On the other hand, if the financial statements are adopted by the company then the adopted financial statements must be filed within 30 days of the AGM. Apart from this, if the company needs to revise the financial statement or Board’s report then revised financial statements can also be filed using form AOC-4.