Compliance with the Ministry of Corporate Affairs (MCA) regulations is a fundamental aspect of corporate governance for all companies incorporated or registered under the Companies Act, 2013, including private limited companies. MCA compliance is not just a statutory formality; it ensures accountability, promotes transparency, and standardizes corporate practices across India’s diverse business landscape. The MCA regularly issues amendments, circulars, notifications, and orders to guide companies on the applicability of legal provisions and to uphold regulatory standards.
This article provides a comprehensive overview of the MCA Compliance Calendar for the financial year, covering essential post-incorporation filings, event-based disclosures, and mandatory annual submissions to the Registrar of Companies (ROC). It also highlights the threshold-based compliance criteria applicable to companies and Limited Liability Partnerships (LLPs) as prescribed under the Companies Act, 2013.
MCA Compliance Calendar: Applicability and Thresholds Under the Companies Act, 2013
| S. No. | Compliance Title | Applicable Section / Rule | Applicability | Threshold Criteria |
|---|---|---|---|---|
| 1 | Small Company | Section 2(85) | Private Companies | Paid-up Capital: Up to Rs. 2 Cr; Turnover: Up to Rs. 20 Cr |
| 2 | Acceptance of Deposits (Form DPT-3) | Section 76 & Companies (Acceptance of Deposits) Rules | Public Companies | Net Worth ≥ Rs. 100 Cr; Turnover ≥ Rs. 500 Cr; Special Resolution required |
| 3 | Annual Return (Form MGT-7 / MGT-7A) | Section 92(2) & Rule 11 | Listed, Public, Private Companies | Small Company & OPC: MGT-7A; Others: MGT-7; Listed: MGT-8 with PCS certification; Paid-up Capital ≥ Rs. 10 Cr; Turnover ≥ Rs. 50 Cr |
| 4 | Formal Annual Evaluation | Section 134(3)(p) & Rule 8(4) | Listed, Public Companies | Listed: Mandatory; Public Companies: Paid-up Capital ≥ Rs. 25 Cr |
| 5 | Corporate Social Responsibility (CSR) | Section 135 | All Companies | Turnover ≥ Rs. 1000 Cr; Net Worth ≥ Rs. 500 Cr; Net Profit ≥ Rs. 5 Cr |
| 6 | XBRL Filing | Section 137 & Rule 3 | Listed & Other Companies | Listed Companies; Paid-up Capital ≥ Rs. 5 Cr; Turnover ≥ Rs. 100 Cr; Financial Statements as per Ind AS |
| 7 | Internal Auditor | Section 138 & Rule 13 | Listed, Unlisted Public, Private | Listed: Mandatory; Unlisted Public: PUC ≥ Rs. 50 Cr & Turnover ≥ Rs. 200 Cr & Borrowings > Rs. 100 Cr; Private: Turnover ≥ Rs. 200 Cr & Borrowings > Rs. 100 Cr |
| 8 | Appointment of Auditors (Term-wise) | Section 139 & Rule 5 | Listed, Unlisted Public, Private | Listed: Mandatory; Unlisted Public: PUC ≥ Rs. 10 Cr; Private: PUC ≥ Rs. 50 Cr; Borrowings or Public Deposits ≥ Rs. 50 Cr |
| 9 | Women Director | Section 149 & Rule 3 | Listed, Public Companies | Listed: Mandatory; Public Companies: PUC ≥ Rs. 100 Cr & Turnover ≥ Rs. 300 Cr |
| 10 | Independent Director | Section 149 & Rule 4 | Listed, Public Companies | Listed: Mandatory; Public Companies: PUC ≥ Rs. 10 Cr & Turnover ≥ Rs. 100 Cr & Borrowings/Deposits > Rs. 50 Cr |
| 11 | Vigil Mechanism | Section 177(9) & Rule 7 | Listed, Public, Private Companies | Borrowings > Rs. 50 Cr; Companies accepting deposits from the public |
| 12 | Audit Committee | Section 177 & Rule 6 | Listed, Public Companies | Listed: Mandatory; Public Companies: PUC ≥ Rs. 10 Cr & Turnover ≥ Rs. 100 Cr & Borrowings/Deposits > Rs. 50 Cr |
| 13 | Nomination and Remuneration Committee | Section 178(1) | Listed, Public Companies | Listed: Mandatory; Public Companies: PUC ≥ Rs. 10 Cr & Turnover ≥ Rs. 100 Cr & Borrowings/Deposits > Rs. 50 Cr |
| 14 | Stakeholders Relationship Committee | Section 178(5) | All Companies | Companies with over 1000 security holders |
| 15 | Appointment of MD/CEO/Manager/WTD, CS & CFO | Section 203 & Rule 8 | Listed, Public Companies | Listed: Mandatory; Public Companies: PUC ≥ Rs. 10 Cr |
| 16 | Appointment of Company Secretary (CS) | Section 203 & Rule 8A | Private Companies | Paid-up Capital ≥ Rs. 10 Cr |
| 17 | Secretarial Audit | Section 204 & Rule 9 | Listed, Public, Private Companies | Listed: Mandatory; Public Companies: PUC ≥ Rs. 50 Cr & Turnover ≥ Rs. 250 Cr; All Companies with borrowings > Rs. 100 Cr |
Key Takeaways for MCA Compliance
The MCA compliance framework is comprehensive and is calibrated according to the size, capital, and turnover of the company. While universal filings such as DIN KYC, AOC-4 (Financial Statements), MGT-7 (Annual Return), and DIR-3 KYC are mandatory for most companies, other compliance requirements like secretarial audits, internal audits, and CSR reporting are triggered only when companies meet specific financial thresholds.
Why Use This Compliance Matrix?
- Avoid Penalties: Ensures timely filing and adherence to statutory requirements, thereby preventing penalties imposed by MCA, ROC, or adjudication authorities.
- Corporate Governance: Promotes transparency, accountability, and sound governance within the company.
- Strategic Compliance Planning: Helps companies plan for compliance activities in advance based on thresholds and due dates.
- Expert Guidance: Regular consultation with Company Secretaries and Chartered Accountants ensures alignment with the latest legal amendments and procedural updates, including changes related to MCA’s V3 portal.
How CertificationsBay Can Assist
At CertificationsBay, we provide expert advisory and compliance management services tailored to your company’s unique structure and operational scale. Our team of seasoned Company Secretaries and Chartered Accountants ensures you meet all MCA compliance deadlines efficiently and accurately, minimizing risks and allowing you to focus on your business growth.
For detailed assistance with your company’s MCA compliance calendar and filings, reach out to our experts at CertificationsBay for personalized support and guidance.
Disclaimer:
This article is for informational purposes only and does not constitute legal or professional advice. Please consult a qualified expert for specific compliance requirements. CertificationsBay is not responsible for any actions taken based on this information.
