Overview of Event-Based Compliances for Companies

The Event-Based Compliances are the compliances that are mandator to be complied with on happening of a particular event and then required submitting of all information to the Registrar of Company. These event-based compliances relate to any unforeseen tasks, occurrences, or new dimensions of a company. 

Once a private company is registered with the Registrar of Companies as per the provisions of the Companies Act, 2013 and when a compliance requirement arises with an occurrence of any particular event such as a change in directors, change in share capital, change in MOA or AOA or change in registered office then such compliance is known as Event-based compliance. These Compliances are generally applicable to a company or an LLP. These compliances are important because, with any occurrence of an event or any such change in the Company, the Company is required to notify the Registrar.

The event-based compliances in a company are generally one-time requirements by the concerned laws or are desirable to remain legal perfect, and protected and should be taken care of by the directors of the Company. These compliances should be notified to concerned authorities or ROC within a specific period of time after the occurrence of such event or any change made. 

Kinds of Event-Based Compliances

• Annual ROC Compliance

These compliances are necessarily required to comply at the end of each year.

• ROC Event Based Compliances

1. Compliances that are mandatory to comply with every time whenever there is an occurrence of certain events, i.e., change in directors, change in MOA/ AOA, or any other circumstances that need to submitting information to the Registrar of Companies (ROC).
2. Additionally, in case of an annual or period event, the Company must have the proper documents and resolutions to submit to the ROC to inform it about the changes. Any illegal or wilful negligence in the disclosure of accurate information about such changes or business events can result in penal action against the Company and the directors.
3. These compliances are one-time, quick, or intermittent reporting, which are either needed by the concerned laws to make it continue as legally protected and secure.
4. The timing and accuracy of such a 'ROC Event-Based Compliances' process depend upon the kind and nature of the transactions or event. Under new company law, there are severe penal provisions for non-compliance. In case of default, the Company and critical managerial employees are liable to be panel stipulations.
5. Non-compliance also guides to a substantial penalty in commercial terms and other non-monetary penal results. Therefore, it is necessary that the happening of such events get tracked, and compliances met on time to avoid penalties or additional fees.

Examples of Event-Based Compliances of Companies

• Change in Board of Directors;
• Appointment or Resignation of a Director;
• Appointment or Resignation of Partner;
• Appointment of Managing Director;
• When DIN, DSC, etc. acquired;
• Managing and updating official records and registers;
• Change or modification in MOA or AOA;
• Change in the statutory auditors;
• Transfer or issuance of Shares;
• Transactions of shares plus issuance of sharing certificates
• Increase or change in Authorized Capital;
• Change of Name/Title of Company;
• Change in address of Registered Office;
• Decisions or minutes of Board/General/Committee meetings;
• Registration / Modification or Satisfaction of Charge etc;
• Change in signatories of the bank;
• Appointment or removal of Auditor;
• Statutory Audit of Accounts;
• Filing of Annual Returns;
• Filing of Financial Statements Board Meetings;
• Annual General Meeting;
• Preparation of Directors' Report;
• ITR and Audit requirements;
• Sub-division or share consolidation;
• Business transformation or re-organization;
• Expansion or division of business;
• Private placement;
• Credit monitoring;
• Any other relevant issue.

Note: A company that fails to follow these necessary ROC filings in India can face grave punishments, and the directors may be criminally dealt with under the Act.

The documentation and filing requirements for these event-based company compliances are different and need assistance from a business expert, CA, or CS.

Forms related to the Event-based Compliances

Various forms are expected to be filed by a private limited company to notify the ROC regarding the changes made within the Company. Some of the forms for event-based compliances are given below, along with the related occurrences or events:

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