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ROC Compliance

This query is : Resolved 


I have been appointed as accounted for one of the private limited companies and have been asked to look after compliance for ROC.

Can you please list down the requirement of ROC from a Pvt Limited company point of view.


The compliance with the ROC is based on events basis.Find here lists in which events are mentioned in which compliance with ROC is required

1. Change in Authorised / Paid up Capital of the Company.

2. Allotment of new shares / transfer of shares / invitation to subscribe for shares.

3. Issue of shares to the Directors / employees of the Company.

4. Buy Back of shares of the Company.

5. Subdivision of face value of the shares of the Company

6. Investment in share / other securities. Giving Loans to other Companies.

7. Declaration of Dividend / Issue of Bonus Shares.

8. Change in composition of the Board of Directors.

9. Appointment of Managing / whole time Director and payment of remuneration.

10. Payment of remuneration to Director / his relative / firm of the Director etc. are contracting with any of the above.

11. Loans to Directors / Members or to firms / companies where they are partner / members respectively. Giving loans to Companies under same management.

12. Opening / closing of bank accounts or change in signatories of Bank account.

13. Hypothecation or mortgage of the property of the Company against loan.

14. Change in terms of the Loan taken earlier.

15. Full payment of the amount of loan taken against the property of the Company.

16. Acceptance of deposits from Directors / members of their relatives.

17. Executing the documents under the common seal of the Company.

18. Sale or purchase of the fixed assets of the Company.

19. Queries raised by the Shareholders of the Companies and the replies required to be given for these queries.

20. Appointment of sole selling / sole buying agents.

21. Replying the show cause notices received from authorities like Income tax / Sales tax / Service tax / Registrar of Companies.

22. Entering into new business / Partnership.

23. Alteration of memorandum and articles of association of the company.

24. Doing the business with a non resident or a foreign citizen.

25. Finalization of the accounts of the Company.

26. Convening the meetings of the Company. Submission of the resolution to any other third party / any authority, maintenance of board meeting minutes book

27. Maintenance of minutes of general meetings and its attendance

28. Amalgamation of the Company with other company.

29. Shifting the registered office of the Company from one place to other (within municipal limits / from 1 ROC to other in same state / from 1 state to other.)

30. Appointment or change of the Statutory Auditors of the Company.

31. Agreement entered by the shareholders of the Company where Company is a Party.

32. Permission for transactions u/s 297 of the Companies Act, 1956 (where there are common directors or shareholders and two companies wish to have transactions for supply of goods or services)

(This is only an inclusive list and not the exhaustive one and many more points could be added to this list)

Hope this will give you a brief idea for ROC compliances

Kindly visit following link for further details

List above include almost everything.


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