Annual Compliance Calendar
ONE PERSON COMPANY
Dated: April 11, 2024,
Editorial No 900
BACKGROUD:
In this Flash editorial, the author
begins by referring to the provisions of the Companies Act, 2013, read with all
the Amendment Acts and rules mentioned there till the Companies (Amendment)
Act, 2019.
As per
the latest amendments, Companies requirements for thecompliances have been
changed in comparison to the compliance requirement as on 01st April
2014 when the Companies Act, 2013 came into effect.
Meaning of One Person Company:
One Person Company is defined in
the Companies Act as a Company which has only one member. A single shareholder
holds 100 percent shareholding.
Important Note:
1. Only
One person as a Member.
2. Director
may be minimum 1 and maximum 15.
3. Less
Compliance than other Companies.
4. No
requirement of minimum share capital.
5. Letters
‘OPC’ to be suffixed with the name of the OPCs to distinguish it from the other
Companies
6. A One
Person Company may conduct at least one meeting of the Board of Directors in
each half of a calendar year and the gap between the two meetings
shall not be less than ninety days.
7. The
provisions of Section 98 and Sections 100 to 111 (both inclusive), relating to the
holding of General Meetings, shall not apply to a One Person Company.
ANNUAL COMPLIANCES
ONE PERSON COMAPNY
S. No.
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Forms
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Section & Rules
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Particular of Compliance
|
QUARTER – I -
APRIL TO JUNE
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1.
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Receipt of MBP-1(DG)
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184(1)
|
Form
MBP- 1
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Every
Director of the Company in the First Meeting of the Board of Director in each
Financial Year shall disclose his interest in other entities.
|
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|
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Every
Director is required to submit with the Company a fresh MBP-1, whenever there
is change in his interest from the earlier given MBP-1.
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2.
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Receipt of DIR- 8
(DG)
|
164(2)
143(3)(g)
|
Form
DIR - 8
|
Every
Director of the Company in each Financial Year will file with the Company
disclosure of non-disqualification.
|
3.
|
Half Yearly Return
(DG)
|
Section 405
|
MSME-1
|
Delay in the Payment to MSME Vendor: Company have to file this return half-yearly in respect
of pending payments to the MSME vendors as at end of half -year. (only for
payment pending for period more than half year)
· October
to March - 30th April
· April
to Sep - 31st October
|
4.
|
Yearly Return
(June)
(DG)
|
Section 73
Rule 16
|
E-form
DPT-3
|
Return of Deposit: Company is required to file this form
every year on or before 30th June in respect of return of
Deposit and Particulars not considered as Deposit as on 31st March.
|
QUARTER – II - JULY TO SEPTEMBER
|
5.
|
Approval of Financial Statement (DG)
|
134
|
Preparation and Approval of Financial Statement. The
auditors’ report shall be attached to every financial statement
|
6.
|
Directors’ Report
(DG)
|
134
|
Directors
Report shall be prepared by mentioning all the information required for OPC
under Rule 8A of Section 134 (Abridged Directors’ Report)
|
7.
|
Annual Form – Annual Return
(DG)
|
92
|
E-form:
MGT-7A
|
Annual Return: An OPC will file its Annual Return
within 60 days from the end of 180
(one hundred eighty days) from the closure of the financial year or date of
AGM, which ever is earlier.
Annual
Return will be for the period from 1stApril to 31st
March.
|
8.
|
Annual Form – Financial Statement
(DG)
|
137
|
E-form:
AOC-4
|
Financial Statement: Company is required to file its
Balance Sheet along with the Statement of Profit and Loss Account, Directors
Report and Auditors’ Report in this form within 180 (one hundred eighty days)
from the closure of the financial year.
|
Attachment:
Balance
Sheet, Statement of Profit& Loss Account, Directors Report, Auditors’
Report.
|
9.
|
Annual Form
(DG)
|
Rule 12A
|
DIR-3 KYC
|
KYC of Directors: All the Directors of company shall
file this form on or before 30th September every year for all the Directors
of the Company.
|
QUARTER – III - OCTOBER TO DECEMBER
There is no mandatory
compliance for this quarter.
|
QUARTER – IV - JANUARY TO MARCH
There is no mandatory
compliance for this quarter.
|
10.
|
Board Meetings
(DG)
|
173
|
A One
Person Company may conduct at least one meeting of the Board of Directors in
each half of a calendar year and the gap between the two meetings
shall not be less than ninety days.
(If a
company holds only 2 (Two) Board Meetings in a Financial year then minimum
gap between the meetings should be 90 (Ninety) days. But if a company hold
more then 2 (two) Board Meetings then gap may be less than 90 (Ninety) days
|
11.
|
Statutory Register
(DG)
|
88 and other
|
Company will maintain the following
mandatory Registers:
· Register of Director,
· Registers of Director Shareholding,
· Registers of Related Party transaction
etc
|
12.
|
Appointment of Auditor
(DG)
|
139
|
E-form
ADT-1
|
The Auditor will be appointed for 5
(Five) years and form ADT-1 will be filed for a 5-year appointment.
|
Above mentioned 12 (Twelve) Compliances are
mandatory annual compliances for the One Person Company.
Except above 12 (Twelve), there may be
event-based compliances for the One Person Company.
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Author – CS Divesh Goyal,
GOYAL DIVESH & ASSOCIATES Company Secretary in Practice from Delhi and can
be contacted at csdiveshgoyal@gmail.com).
Disclaimer: The entire contents of
this document have been prepared based on relevant provisions and as per the
information existing at the time of the preparation. Although care has been
taken to ensure the accuracy, completeness, and reliability of the information
provided, I assume no responsibility, therefore. Users of this information are
expected to refer to the relevant existing provisions of applicable Laws. The
user of the information agrees that the information is not professional advice
and is subject to change without notice. I assume no responsibility for the
consequences of the use of such information.
IN NO EVENT SHALL I SHALL BE
LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR INCIDENTAL DAMAGE RESULTING FROM,
ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE INFORMATION