The First Steps: Post-Incorporation Compliance Requirements for New Companies

Introduction:

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Starting a private limited company in India? Congratulations on taking that first step! However, incorporation is just the beginning. The Companies Act, 2013 mandates several critical compliance requirements that new companies must fulfill. In this comprehensive guide, we break down the essential post-incorporation compliances to help you navigate the regulatory landscape efficiently.

Key Post-Incorporation Compliances:

1. Setting Up Your Company's Identity
   
   The basics start with obtaining your company's identity markers. While the Companies Act doesn't explicitly mandate it, many companies opt for a company seal to authenticate documents. If your company chooses to have one, the Board must ensure its safe custody as per Schedule I, Table F, Section 79.
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2. Financial Foundation
   
   One of your first priorities should be establishing your company's financial presence:
   1. Open a corporate bank account
   2. Deposit the prescribed share capital
   3. Maintain proper documentation of the initial capital injection
      

3. Declaring Business Commencement
   
   Within 180 days of incorporation, companies must file a declaration of business commencement (Form INC-20A) with the ROC. This crucial filing confirms:
   1. Initial subscribers have paid their committed share value
   2. The company has established its registered office
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4. Establishing Physical Presence
   
   Your company needs a registered office within 30 days of incorporation. Remember to:
   1. File Form INC-22 for office verification
   2. Display company details (name, address, CIN) on all official communications
   3. Maintain proper documentation (lease agreement, utility bills, NOC if required)
      

5. First Board Meeting
   
   The first board meeting, required within 30 days of incorporation, sets the foundation for corporate governance. Key agenda items include:
   1. Acknowledging incorporation certificate
   2. Reviewing MOA and AOA
   3. Appointing directors and auditors
   4. Authorizing tax registration representatives
   5. Discussing preliminary expenses

6. Auditor Appointment
   
   Appoint your statutory auditor within 30 days and file Form ADT-1 within the next 15 days. This ensures proper financial oversight from day one.
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7. Share Management
   
   Recent regulations mandate that private companies (except small companies) must:
   1. Issue securities only in dematerialized form
   2. Facilitate dematerialization of all securities
      

8. Record Keeping
   
   Maintain accurate records of:
   1. Register of Members (Form MGT-1)
   2. Beneficial ownership declarations (Forms MGT-4, MGT-5, MGT-6)
      

9. Foreign Investment Reporting
   
   For companies receiving foreign investment, timely filing of FC-GPR through the FIRMS portal is essential. This must be completed within 30 days of issuing equity instruments.

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Conclusion:

While these compliances might seem overwhelming, they form the foundation of good corporate governance. Timely completion of these requirements not only ensures legal compliance but also sets your company up for sustainable growth.

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