All types of business organization may it be Limited Liability Partnership, Sole Proprietorship, Hindu Undivided Family or a Public or Private Company have to file compliances at regular intervals.
In general, companies are divided into two major categories, Private Limited Company and Public Limited Company.
Under Section-2 (68) of the Companies Act, 2025 the definition of Public Company is prescribed. According to the Companies Act, 2025 a Public Company is not a Private Company and has a minimum paid-up Capital of minimum five-lakh rupees or higher or as may be prescribed.
All types of business organization may it be Limited Liability Partnership, Sole Proprietorship, Hindu Undivided Family or a Public or Private Company have to file compliances at regular intervals. The reason for filing compliances is in order to fulfil all the legal obligations as prescribed under different statutes. One of the important cause of filing compliance is to ensure transparency and accountability within the business structure.
Out of all the other business structures, a Public Company is subjected to more compliances and the money of Public are involved who subscribe to the securities of the Company by dealing in Stock exchange.
Contents
- 1 🧾 Compliance Needed by a Public Limited Company in India (2025)
- 2 📘 Key Authorities Involved
- 3 ✅ Mandatory Annual Compliances under Companies Act, 2025
- 4 🏛️ SEBI & Listing Compliances (For Listed Public Companies)
- 5 💰 Tax & Financial Compliances
- 6 📌 Event-Based Compliances
- 7 📒 Registers to Maintain
- 8 🚨 Penalties for Non-Compliance
- 9 🧠 Pro Tips for Public Company Compliance
- 10 🧾 Summary Table
- 11 What are the Compliance Needed by a Public Limited Company?
- 12 IMPORTANT COMPLIANCES BY A COMPANY UNDER …
- 13 Compliances by Small Companies
- 14 COMPLIANCE CALENDAR – INDIA
- 15 Compliance Checklist
Annual Compliances needed by a Public Limited Company
As a Public Company is subjected to more annual compliances as compared to any other kinds of Companies as the money of the public is involved, hence it is made mandatory to promote investor protection.
Every Public Company is mandated to file annual returns to Companies House at least once in every twelve months. If such compliance has not to be filed or the company has failed to file may it be for any reason, it will be deemed as criminal offences and the officers of the company would be liable to pay fine.
Some of the important Compliances:
· E-FORM DPT-3 i.e. Returns of any deposits
· MR-1 i.e. Appointment of Managing director according to Section-196
· DIR-12 i.e. Appointment of women and independent director under Section 149
· MGT-14 i.e. Appointment of internal auditor according to Section-138
In addition to these, if the annual turnover or the contribution of the company exceeds by the amount prescribed then other details like Nomination and Remuneration Committee, Vigil Mechanism are also needed to be filed along with the ROC.
🧾 Compliance Needed by a Public Limited Company in India (2025)
A Public Limited Company (PLC) is subject to strict legal, financial, and regulatory compliances under the Companies Act, 2013, SEBI Regulations, and other applicable laws. These are essential to ensure transparency, corporate governance, and investor protection.
📘 Key Authorities Involved
| Authority | Role |
|---|---|
| MCA (Ministry of Corporate Affairs) | Corporate filings, financial reporting |
| SEBI (if listed) | Regulates listed companies |
| ROC (Registrar of Companies) | Company registration and annual compliance |
| Stock Exchanges (NSE/BSE) | For listed companies |
| Income Tax Dept. & GST | Financial, tax, and indirect tax compliance |
✅ Mandatory Annual Compliances under Companies Act, 2025
| Compliance | Description | Form |
|---|---|---|
| 📋 Board Meetings | Minimum 4 meetings/year | Minutes maintained |
| 👥 Annual General Meeting (AGM) | Held within 6 months from F.Y. end | Notice, agenda, resolutions |
| 📑 Annual Return Filing | Details of shareholders, directors, etc. | Form MGT-7 |
| 📊 Financial Statements Filing | Balance sheet, P&L, audit report | Form AOC-4 |
| 💼 Director KYC | Every director must update personal KYC | Form DIR-3 KYC |
| 🧾 Statutory Audit | Conducted by a practicing Chartered Accountant | Audit report filed with ROC |
| 📈 Maintenance of Registers | E.g., Register of Members, Directors, Contracts | As per Sections 88 & 189 |
🏛️ SEBI & Listing Compliances (For Listed Public Companies)
| SEBI Compliance | Regulation | Frequency |
|---|---|---|
| 📄 Quarterly Financial Results | LODR Regulation 33 | Within 45 days of quarter end |
| 🧑💻 Shareholding Pattern | LODR Regulation 31 | Quarterly |
| 🔐 Corporate Governance Report | LODR Regulation 27 | Quarterly |
| 📢 Press Releases / Investor Disclosures | LODR Regulation 30 | As needed (material events) |
| 📚 Annual Report | Regulation 34 | Within 21 days of AGM |
| 👥 Board Composition & Committees | Audit, NRC, Stakeholders, etc. | As per LODR norms |
| 🔐 Secretarial Audit | Listed & large unlisted cos. | Form MR-3 |
💰 Tax & Financial Compliances
| Area | Compliance |
|---|---|
| 🧾 Income Tax Returns | File by October 31 (if audit required) |
| 💹 Tax Audit Report (Form 3CD) | Mandatory if turnover > ₹1 crore |
| 🏷️ TDS Returns | Quarterly filing (Form 24Q, 26Q) |
| 💸 Advance Tax | Four installments/year |
| 🧾 GST Returns (if applicable) | GSTR-1, GSTR-3B monthly/quarterly |
| 🔍 Transfer Pricing Report | For international/group transactions |
📌 Event-Based Compliances
These depend on company actions:
| Event | Form/Action |
|---|---|
| Appointment/resignation of Director | Form DIR-12 |
| Allotment of shares | Form PAS-3 |
| Change in registered office | Form INC-22 |
| Increase in authorized capital | Form SH-7 |
| Shareholder agreement/amendment | Form MGT-14 |
| Change in company name | Form INC-24 |
📒 Registers to Maintain
| Register | Section |
|---|---|
| Members (Shareholders) | Sec 88 |
| Directors and KMP | Sec 170 |
| Contracts with Related Parties | Sec 189 |
| Charges | Sec 85 |
| Debenture Holders | If applicable |
🚨 Penalties for Non-Compliance
| Non-Compliance | Possible Penalty |
|---|---|
| Failure to file Annual Return | ₹50,000 – ₹5 lakh |
| Director KYC default | ₹5,000 per director |
| Financial misreporting | Heavy fines, imprisonment |
| SEBI listing violations | Fines, trading suspension, blacklisting |
🧠 Pro Tips for Public Company Compliance
- 📅 Maintain a Compliance Calendar
- 📈 Engage a Company Secretary (CS) and CA
- 🔍 Conduct Internal Audits
- 🛡️ Use secretarial software for ROC & SEBI filings
- 📑 Keep resolutions and board minutes organized
🧾 Summary Table
| Compliance Area | Status |
|---|---|
| Companies Act (ROC Filings) | ✅ Mandatory |
| SEBI Regulations (if listed) | ✅ Strictly Enforced |
| Tax & GST | ✅ Mandatory |
| Event-Based Filings | ✅ As required |
| Record Maintenance | ✅ Ongoing obligation |
Would you like:
- A custom compliance checklist PDF?
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- Sample formats for board minutes, resolutions, or SEBI disclosures?
Let me know—I can generate templates and timelines tailored to your company type!