ROC FILING

Introduction

Every business registered in India must comply with the regulations set by the Registrar of Companies (ROC) under the Ministry of Corporate Affairs (MCA). ROC filings involve submitting financial statements, annual returns, and other necessary documents to ensure legal compliance. To manage these complexities, businesses often seek professional assistance from an ROC Filing Consultant. These consultants help companies navigate compliance requirements efficiently, reducing legal risks and penalties.

Role of an ROC Filing Consultant

An ROC Filing Consultant is responsible for assisting businesses in filing mandatory returns and documents within the prescribed time. Their key responsibilities include:

1. Company Registration Support: Helping businesses register under the Companies Act, 2013, and ensuring compliance with initial documentation.
2. Annual ROC Filings: Assisting in filing Annual Returns (MGT-7)and Financial Statements (AOC-4) with the ROC.
3. Event-Based Filings: Ensuring timely submission of forms for changes in the company’s structure, such as directorship modifications, share allotments, and capital alterations.
4. Compliance Advisory: Providing guidance on corporate governance, statutory requirements, and best practices.
5. Handling Legal Notices: Addressing queries or compliance notices from the ROC effectively to avoid legal repercussions.
6. Maintaining Statutory Registers: Keeping updated records as per legal norms, including registers of members, charges, and directors.
7. Liaison with Authorities: Communicating with the ROC and MCA on behalf of the company for smooth compliance.

Importance of ROC Filing

Failing to comply with ROC filing requirements can lead to severe consequences, including penalties, fines, or even disqualification of directors. Here’s why ROC filing is crucial:

• Avoiding Legal Penalties: Non-compliance results in hefty fines and legal actions.
• Maintaining Transparency: Proper filing ensures transparency in financial matters.
• Enhancing Business Credibility: A compliant company gains trust among investors and stakeholders.
• Ensuring Business Continuity: Timely filings prevent legal disruptions that can impact business operations.

Common ROC Forms and Their Purpose

Businesses must submit various ROC forms based on their operations and changes. Some essential ROC forms include:

• AOC-4: For filing financial statements.
• MGT-7: For filing annual returns.
• DIR-3 KYC: For director’s KYC compliance.
• INC-22: For changing the company’s registered office.
• SH-7: For increasing authorized share capital.
• PAS-3: For allotment of shares.

How an ROC Filing Consultant Helps

Hiring an ROC Filing Consultant streamlines the compliance process, allowing businesses to focus on their core operations. Their expertise ensures:

• Timely and Error-Free Filings: Avoiding delays and mistakes that can lead to penalties.
• Up-to-Date Knowledge of Laws: Ensuring compliance with the latest amendments in the Companies Act.
• Customized Compliance Solutions: Tailoring services as per business requirements.
• Cost-Effective Legal Assistance: Preventing unnecessary legal expenses due to non-compliance.

1. LLPs – Late Filing Fees

For Limited Liability Partnerships (LLPs), the MCA charges a late fee of ₹100 per day per form, with no upper cap. This applies to key forms such as:

• Form 11 – Annual Return of LLP
• Form 8 – Statement of Account & Solvency
• Form 3 – LLP Agreement & Amendments

Example:
If an LLP delays filing Form 8 by 30 days, the late fee will be ₹3,000 (₹100 x 30 days).

2. Companies – Late Filing Fees

For Companies, the revised fee structure under the Companies Act, 2013 (as amended) is as follows:

Note: This applies to various forms like AOC-4, MGT-7, DIR-12, etc.

3. Additional Penalties

In some cases, apart from late fees, MCA may impose monetary penalties or initiate legal action for:

• Continuous non-compliance
• False information or fraudulent filings
• Non-filing of critical forms like financial statements or annual returns

For example:

• Failure to file Annual Return (MGT-7) may attract a penalty of ₹50,000, which may extend up to ₹5 lakhs for the company and every officer in default.

Why Timely Filing Matters

Delays not only lead to financial penalties but may also result in:

• Disqualification of directors
• Marking the company/LLP as non-compliant
• Inability to apply for government tenders, loans, or funding
• Legal prosecution under the Companies Act or LLP Act