Public Company Annual Compliance

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Public Company Annual Compliance- An Overview

Public Company Annual Compliance is a mandatory process for public companies, governed by regulations set by the Registrar of Companies and the Ministry of Corporate Affairs. As per Section 2(71) of the Companies Act, 2013, a public company must have at least seven members, with no upper limit on the number of members or shareholders. Shares of a public company can be acquired by anyone through public offerings or by trading on the stock market.

Section 2(52) of the Companies Act, 2013 further defines a Listed Company, stating that any company with shares listed on the stock exchange qualifies as a listed company. Shareholders who own these shares are required to subscribe to the shares of the public company. The responsibility for ensuring Public Company Annual Compliance lies with the Ministry of Corporate Affairs and the Registrar of Companies.

Want to keep your public company on track with regulatory compliances? Reach out to a team of professionals at Corpbiz for timely filing of public company annual compliance.

Sole Proprietorship Registration

Benefits of Annual Compliances of Public Company

The following are key reasons why annual compliance of public company measures must be maintained in accordance with regulatory requirements for public companies:

Sole Proprietorship Registration Advantages
Sole Proprietorship Registration

Reputation

By adhering to public company annual compliance measures, a public company upholds its reputation and fosters trust among the public. This trust extends to investors, encouraging them to invest in the company.

Proprietorship Registration process

Compliance

Staying on top of public company annual compliance requirements ensures the company fulfils its legal obligations within the prescribed timeframe, avoiding legal issues.

business control in Sole Proprietorship

Reduced Burden

Timely annual compliance for public limited company prevents potential damage to the company’s reputation. Failure to comply can lead to legal challenges, consuming significant time and resources that could have been spent on other productive activities.

cost effectiveness in Sole Proprietorship

Legal Protection

Aligning regulatory public company annual compliance protects the company against potential legal issues or prevailing disputes.

tax benefit in Sole Proprietorship Registration

Competitive Advantage

Meeting compliance requirements helps you gain a competitive advantage in the market, resulting in choosing your company over others by the customers.

advantages Sole Proprietorship Registration

Access to Capital

Timely annual filing and meeting regulatory standards for public company annual compliance attract potential investors and funding and gain access to capital markets.

Public Company Annual Compliance Calendar

Sr. No. Compliance Section & Rule Form Occurrence Due Date
1 Intimation by Director about disqualification Section 164(2) of the Companies Act, 2013 read with Rule 14(1) of the Companies Rule, 2014 DIR-8 Annually To be obtained as on 31st March
2 Disclosure of interest by Directors Section 184 of the Companies Act, 2013 read with Rule 9 of the Companies Rule, 2014 MBP-1 Annually and upon every change in the interest of Directors At the 1st Board Meeting in every financial year and immediately after a change in such interest
3 Annual Director’s KYC Section 153 of the Companies Act, 2013 read with Rule 12A of the Companies Rules, 2014 E-form DIR-3 KYC/Web Based Annually On or before 30 September of the immediate next financial year
4 Reconciliation of Securities Capital Audit Report Section 42 of the Companies Act, 2013 read with Rule 9A of Companies Rules, 2014 E-form PAS-6 Half Yearly Within 60 days from the conclusion of each half-year
5 Half yearly MSME Return Companies Orders 2019 (Furnishing of Information about payment to micro and small enterprise suppliers) E-form MSME-1 Half Yearly By 30 April (for Oct–March) and 31 October (for April–September)
6 Annual Return of Deposits and/or Outstanding loans other than deposits Section 73 of the Companies Act, 2013 read with Rule 16 of the Companies Rules, 2014 E-form DPT-3 Annually On or before 30 June every year
7 FLA Return Foreign liabilities and assets annual return to be filed with RBI every year FLA Annually By 15th July for FY ending 31st March
8 Auditor appointment Form ADT-1 is used by a company to inform ROC on auditors’ appointments after completion of its AGM ADT-1 Upon fresh appointment
9 Form for filing Report on Annual General Meeting Section 121(1) of the Companies Act, 2013 and Rule 31(2) of the Companies Form No. MGT-15 Annually Within 30 days from the date of AGM
10 Annual filing of audited financial statements along with reports Section 129, 134, and 137 of the Companies Act, 2013 read Companies Rules, 2014 E-form AOC-4 (CFS) (XBRL) Annually Within 30 days from the date of the Annual General Meeting
11 Filing of Annual Return Section 92 of the Companies Act, 2013 read with Rule 11 of the Companies Rules, 2014 E-form MGT-7 Annually Within 60 days from the date of Annual General Meeting
12 Appointment of Cost Auditor Section 148 of the Companies Act, 2013 read with Rule 6(1) of the Companies Rules, 2014 E-form CRA-2 Annually Within 30 days of the Board Meeting or 180 days of the financial year, whichever is earlier
13 Filing of Cost Audit Report Section 148 of the Companies Act, 2013 read with Rule 6(6) of the Companies Rules, 2014 E-form CRA-4 (XBRL) Annually (if applicable) Within 30 days of the receipt of Cost Audit Report
14 Declaration by Significant Beneficial Owner Section 90 of the Companies Act, 2013 read with the Companies Rules, 2018 E-form BEN-1 One-time and upon subsequent acquisition Within 30 days of acquiring or any change in significant beneficial ownership
15 Return to Registrar in respect of Declaration by Significant Beneficial Owner Section 90 of the Companies Act, 2013 read with the Companies Rules, 2018 E-form BEN-2 Upon receipt of significant beneficial ownership Within 30 days from the date of receipt of declaration in form BEN-1

List of Annual Compliance for Public Limited Company

The list of annual compliance for public limited company is as follows:

annual compliance for public limited company

  • Compliance with Annual Returns: File the company’s annual return in Form MGT 7 due within 60 days of the Annual General Meeting. It includes financial statements, a shareholding structure, a compliance certificate, and information from several registers.
  • Accounting Bookkeeping and Financial Statement Preparation: A book of accounts needs to be maintained each fiscal year, furthermore, the shareholders should approve the financial statement at the general meeting. Additionally, Form AOC-4 must be filed within the specified time frame.
  • Returns on Income: The public company must file its income tax return by September 30th additionally Form MR-3 must also be filed (Secretarial Audit Report)
  • Form MGT-14: Form MGT-14 for financial Adoption and Directors Report needs to be filed by a company with the Registrar of Companies (RoC) in line with sections 94(1) and 117(1) of the Companies Act 2013.
  • Annual Compliance with SEBI: Annual compliance for public limited company also include compliance with all SEBI related rules and regulations.

Other annual compliance for public limited company

  • Regulation 24A: A secretarial audit under regulations 24A for listed corporations and substantial subsidiaries within 60 days of the end of the fiscal year.
  • 43A Regulation: The top 1000 listed firms (by market capitalization) must develop a dividend distribution policy.
  • SEBI LCB Circular: Companies categorized as Large Corporate Borrowers (LCBs) must make an initial disclosure within 30 days after the end of the fiscal year.
  • 44th Regulation: The voting results must be submitted within 48 hours of the conclusion of the General Meetings.
  • 34th Regulation: Provide an annual report copy that was distributed to shareholders and notification of the annual general meeting, to be submitted to the stock market and published on the website. The deadline is the day that distribution to shareholders begins.

Checklist of Annual Compliances of Public Company

  • Maintain Accounts and Prepare Financial Statements
  • Filing of Annual Returns
  • Income Tax Return
  • Annual General Meeting
  • Board Meetings
  • Director Reports
  • Annual filing of Forms
  • Yearly Forms by Directors
Checklist for Sole Proprietor registration

Documents Required for Public Company Annual Compliance

The list of documents required for public company annual compliance is as follows:

  • Incorporation Certificate of the Public Limited Company
  • PAN Card
  • Certificate of Incorporation
  • Financial Statements
  • Financial Statements to be Audited by an Independent Auditor
  • Audit Report & Board Report of the Public Limited Company
  • Independent Auditors Report and Board Report
  • Digital Signature Certificate of the Directors
  • Accurate and Active DSC of one of the Directors must be Provided and Presented

Procedure of Annual Compliance for Public Limited Company

The procedure of annual compliance for public limited company is as follows:

Sole Proprietorship Firm Registration Process

Create a Checklist

Start by reviewing the basic tasks and requirements for public company annual compliance. This helps ensure you have all the necessary information and documents to proceed efficiently.

Submission of Documents

Collect all the important documents such as financial statements, auditor’s report, directors report, and other essential records and accordingly submit to the Registrar of Companies.

Preparation of Forms Notice and Director Report

At this stage, the public company must prepare required notices, such as the AGM notice and director’s report, along with other documents specified by the regulator.

Filing Annual Compliance Forms

At this stage, the applicant must file completed forms and documents with the RoC, including submitting annual returns and financial statements electronically through the MCA portal.

Receipt of Acknowledgement

After successfully filing public company annual compliance on a yearly basis, a receipt of acknowledgement is issued accordingly. Keep this receipt as a record of evidence of compliance completion.

Features of Public Company Annual Compliance

The important features of public limited companies that require Public Company Annual Compliance are as follows-

Sole Proprietorship Firm Feature
  • No requirement for Minimum Capital
  • All shares shall be in Demat w.e.f 2nd October 2018
  • In case the limit of turnover and net worth is crossed, then the provision of a Secretarial Auditor shall be applicable
  • A minimum number of seven is required in Public Limited Companies
  • A minimum of five members is required for a quorum for the general meeting
  • Loan to Directors and relatives of the Directors are strictly prohibited
  • A form MGT-14 needs to be filed for all the resolutions passed u/s 179(3) of the Companies Act, 2013
  • Provisions of KMP, MD, and WTD are applicable to public limited companies
  • According to section 197 of the Companies Act, remuneration to the directors is restricted

Non-Compliance-Annual Compliance for Public Limited Company

The list of consequences for non-compliance with annual compliance for public limited company is as follows:

Failure to Submit Annual Report

Failure to Submit Annual Report

The company shall pay 9 to 12 times the normal submission fee and director disqualification as per the Companies Act, 2013.

Failure to Submit Annual Report

The company shall pay 9 to 12 times the normal submission fee and director disqualification as per the Companies Act, 2013.

Auditor in ADT-1

Failure to intimate ROC about the Auditor in ADT-1

Depending upon the amount of time delayed, such as up to 30 days:2x normal fees, 30-60 days:4x normal fees, etc.

Failure to intimate ROC about the Auditor in ADT-1

Depending upon the amount of time delayed, such as up to 30 days:2x normal fees, 30-60 days:4x normal fees, etc.

Financial Records

Failure to Submit Audit Report

The penalty of 0.5% of the company’s turnover, maximum limit Rs.1,50,000.

Failure to Submit Audit Report

The penalty of 0.5% of the company’s turnover, maximum limit Rs.1,50,000.

Failure to maintain necessary registers

Failure to maintain necessary registers

Company & officers in default must face a penalty between Rs.50,000/- to Rs.3,00,000/-

Failure to maintain necessary registers

Company & officers in default must face a penalty between Rs.50,000/- to Rs.3,00,000/-

TDS Compliance

Failure to maintain records

A continuation of the default leads to a penalty of Rs.1000/- per day until rectification.

Failure to maintain records

A continuation of the default leads to a penalty of Rs.1000/- per day until rectification.

Labour Law Compliance

Other Consequences of Non-compliance

Legal proceedings may result in company dissolution or notice for strike-off.

Other Consequences of Non-compliance

Legal proceedings may result in company dissolution or notice for strike-off.

Public Company Annual Compliance Under GST Act, 2017

The list of public company annual compliance under GST Act, 2017 is given below:

Compliance Form Due Date Remarks
GST Registration (immediately after incorporation) Within 30 days of crossing the threshold limit One must obtain if the annual turnover exceeds the specified limit i.e. the threshold limit is Rs.40 lakh for businesses other than the specified state and the service sector has a threshold of Rs.20 lakh or higher.
Reporting of outward Supply (when turnover crossed Rs.5 crore or person who has opted QRMP scheme) GSTR-1 By 11th of the following month One must obtain if the annual turnover exceeds the specified limit i.e. the threshold limit is Rs.40 lakh for businesses other than the specified state and the service sector has a threshold of Rs.20 lakh or higher.
Invoices Reporting (for the person who opted QRMP scheme) GSTR-1 IFF By 13th of the following month One must obtain if the annual turnover exceeds the specified limit, i.e. the threshold limit is Rs.40 lakh for businesses other than the specified state and the service sector has a threshold of Rs.20 lakh or higher.
Filing of return and tax payment having summary of outward supplies, tax credits etc. (other than who opted QRMP scheme) GSTR-3B By 20th of the following month One must obtain if the annual turnover exceeds the specified limit i.e. the threshold limit is Rs.40 lakh for businesses other than the specified state and the service sector has a threshold of Rs.20 lakh or higher.
Tax payment (applicable for those opted QRMP scheme) By 22nd or 24th of the following month One must obtain if the annual turnover exceeds the specified limit i.e. the threshold limit is Rs.40 lakh for businesses other than the specified state and the service sector has a threshold of Rs.20 lakh or higher.
Outward supply reporting (up to 5 crore turnover & for those opted for QRMP scheme) GSTR-1 By 13th of the month following the quarter One must obtain if the annual turnover exceeds the specified limit, i.e. the threshold limit is Rs.40 lakh for businesses other than the specified state and the service sector has a threshold of Rs.20 lakh or higher.
Filing of return and tax payment having summary of outward supplies, tax credits etc. (for those opted for QRMP Scheme) GSTR-3B 22nd or 24th of the following month of the quarter One must obtain if the annual turnover exceeds the specified limit, i.e. the threshold limit is Rs.40 lakh for businesses other than the specified state and the service sector has a threshold of Rs.20 lakh or higher.
Annually filing of GST return (if turnover crossed 2 crores) GSTR-9 By 31st December of the following year One must obtain if the annual turnover exceeds the specified limit, i.e. the threshold limit is Rs.40 lakh for businesses other than the specified state and the service sector has a threshold of Rs.20 lakh or higher.
GST reconciliation statement filing (if turnover crossed Rs.5 crores) GSTR-9C By 31st December of the following year One must obtain if the annual turnover exceeds the specified limit, i.e. the threshold limit is Rs.40 lakh for businesses other than the specified state and the service sector has a threshold of Rs.20 lakh or higher.

List of Other Annual Compliances of Public Company

The list of other annual compliances of public company is as follows:

  • Yearly annual general meetings must be held to approve the financial statements.
  • Board meetings four times a year
  • Registering Directors Report once a year
  • Filing of form MGT-15 to provide an exclusive report on company’s Annual General Meeting (AGM)
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Why Trust Corpbiz for Annual Compliances of Public Company?

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Paperwork Assistance

Our Corpbiz team takes care of all the required paperwork, ensuring that all documents are accurately filed with the Registrar of Companies.

Time Efficiency

Reduction in Scope of Errors by 90%

Our professionals at Corpbiz ensure reducing the risk of errors by 90% during the entire public company annual compliance process.

Paperwork & Documentation

Compliance Needs of 1000+ Business Owners

We have met the public company annual compliance requirements of 1000+ business owners since the beginning of our journey.

Compliance Management

Peace of Mind

With Corpbiz managing your public company annual compliance, you can rest easy knowing all requirements are being satisfied without stress.

Customized Solutions

24/7 Support

Our experts are available around the clock to provide you with assistance, answer queries, and ensure smooth compliance management.

Peace of Mind

Customized Solutions

Our consultants create compliance strategies for your company's specific needs, helping you align with business goals while fulfilling legal obligations.

FAQs on Public Company Annual Compliance

Have a look at the answers to the most asked questions

The advantages of public company annual compliance are as follows:
  • Reputation: Maintaining compliance enhances your company's credibility and reputation in the market.
  • Compliance: Ensures your company stays aligned with legal and regulatory standards, avoiding penalties.
  • Reduced Burden: Regular compliance reduces the stress of last-minute filings and legal issues, making operations smoother.

According to the Companies Act, 2013, a Public Limited Company is a company that has a limited liability and offers shares to the general public.

Have a look at the checklist of public limited company compliance-
  • The Shareholding Structure of the Company
  • Filing of Financial Statements with ROC
  • Maintenance of Registers
  • Register of Member
  • Registered Office Address
  • Compliance Certificate from CS
  • Company Management
  • Register of Member
  • Details of Debt and Charge
  • Change in Directorship
  • Details of Shares and Debentures
  • Information about Transfer of Securities

Form MBP-1, under public company annual compliance, stands for every director of the company in the 1st meeting of the Board of Director in every financial year must showcase his interest in different entities.

Form PAS-6 is the form for the reconciliation of share capital audit reports under public company annual compliance.

Form MGT-14 is the right form for filing of a resolution with ROC for annual compliance for public limited company.

Given below are the mandatory registers to be maintained by public limited company-
  • Register of Members
  • Registers of Director Shareholding
  • Register of Director
  • Register of Transfer
  • Register of Related Party Transaction

Yes, listed public companies have a specific compliance obligation under SEBI and the Listing Regulations of 2015.

Yes, ROC can file a claim for non-compliance against public companies by initiating legal proceedings against non-conforming companies.

Yes, a public company with a paid-up share capital of Rs 50 Crore must secure a Secretarial Audit Report under public company annual compliance to stay compliant.

About the Author


NE
Neha Dawra

Legal Researcher

Written by Neha Dawra. Last updated on Jun 12 2026, 02:25 AM

Neha Dawra has 4+ years of experience in legal research and intellectual property advisory. Her expertise lies in analyzing IP laws, drafting structured legal content, and simplifying complex registration procedures into clear, simple insights.

 

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