Registering a Private Limited Company is a major milestone. However, incorporation is only the beginning of your legal journey. Many founders mistakenly believe that once the Certificate of Incorporation is issued, their compliance responsibilities are over. This article provides a clear and practical post-incorporation compliance checklist for Private Limited Companies in India, helping founders stay compliant and stress-free.
In reality, the period immediately after incorporation is critical. Missing even a single compliance requirement can result in penalties, notices from authorities, or even company strike-off.
Why Post-Incorporation Compliance Is Non-Negotiable
Indian company law places ongoing responsibilities on directors to ensure transparency, accountability, and proper governance.
Ignoring post-incorporation compliance can lead to:
- Monetary penalties
- Director disqualification
- ROC notices
- Business disruption
- Loss of credibility
Understanding post incorporation compliance for a Private Limited Company ensures your business remains legally strong from Day One.
Timeline-Based Compliance Overview
Post-incorporation compliance can be divided into three phases:
- Immediate compliances (0–30 days)
- Short-term compliances (30–180 days)
- Annual & ongoing compliances
Let’s examine each phase in detail.
1. Open a Company Current Bank Account (Immediate)
A Private Limited Company must operate through a current bank account in its own name.
Required documents:
- Certificate of Incorporation
- PAN of the company
- MOA & AOA
- Board resolution
- Director KYC documents
This account is mandatory for:
- Share capital deposit
- Business transactions
- Statutory filings
2. Appointment of First Auditor (Within 30 Days)
Every Private Limited Company must appoint its first statutory auditor within 30 days of incorporation.
Key points:
- Auditor appointment via board resolution
- Auditor holds office till first AGM
- Mandatory under Companies Act
Failure to appoint an auditor is a serious compliance violation.
3. Filing INC-20A (Commencement of Business)
INC-20A must be filed within 180 days of incorporation.
Purpose:
- Declaration that the company has commenced business
- Proof that share capital has been deposited
Without INC-20A:
- Company cannot legally operate
- Heavy penalties may apply
Read Previous Article on Startup Guides India.
4. Issue of Share Certificates (Within 60 Days)
Share certificates must be issued to shareholders within 60 days of incorporation.
Includes:
- Share certificate preparation
- Company seal (if applicable)
- Share register update
This step legally confirms ownership structure.
5. Statutory Registers & Company Records
Every Private Limited Company must maintain statutory registers such as:
- Register of members
- Register of directors
- Register of charges
- Minutes books
These records must be:
- Updated regularly
- Available for inspection
- Preserved permanently
6. Board Meetings & Resolutions
Mandatory requirements:
- First board meeting within 30 days
- Minimum 4 board meetings every year
- Proper minutes to be recorded
Board meetings are essential for legal governance and decision-making.
7. Annual ROC Compliances (Every Year)
Annual compliance is mandatory even if there is no business activity.
Key ROC filings:
- AOC-4 (Financial statements)
- MGT-7 / MGT-7A (Annual return)
Failure leads to:
- Late fees (₹100/day)
- Director disqualification
- Company strike-off risk
8. Income Tax & GST Compliance
Depending on business activity:
- Income Tax Return filing is mandatory
- GST registration may be required
- TDS compliance may apply
Tax compliance forms a critical part of post incorporation compliance for Private Limited Companies.
9. Director KYC & DIN Compliance
Directors must complete:
- DIR-3 KYC every year
- DIN activation
Failure results in:
- DIN deactivation
- Penalty of ₹5,000 per director
10. Event-Based Compliances (As Applicable)
These apply when certain events occur:
- Change in directors
- Change in registered office
- Increase in share capital
- Share transfers
Each event requires timely MCA filing.
Common Post-Incorporation Compliance Mistakes Founders Make
❌ Missing INC-20A filing
❌ Delaying auditor appointment
❌ Ignoring annual filings due to no activity
❌ Not maintaining statutory registers
❌ Forgetting director KYC
These mistakes are easily avoidable with proper planning.
Quick Post-Incorporation Compliance Checklist
| Compliance | Timeline |
|---|---|
| Bank Account | Immediately |
| Auditor Appointment | Within 30 days |
| INC-20A | Within 180 days |
| Share Certificates | Within 60 days |
| First Board Meeting | Within 30 days |
| Annual ROC Filings | Every year |
All compliance requirements are governed by the Ministry of Corporate Affairs
Conclusion: Post-Incorporation Compliance
Post-incorporation compliance is not a burden it is a discipline that builds trust.
When you follow the post-incorporation compliance checklist for Private Limited Companies in India, you:
- Avoid penalties
- Build investor confidence
- Strengthen governance
- Enable smooth growth
Strong compliance today prevents legal trouble tomorrow.
Post-Incorporation Compliance – FAQs
1. Is Post-Incorporation Compliance mandatory even without business activity?
Yes. Annual filings are mandatory even for dormant companies.
2. What is the penalty for not filing INC-20A?
The company may be barred from operations and fined.
3. Can compliance be outsourced?
Yes, most startups outsource compliance to CAs or CS professionals.
4. Are board meetings compulsory for small companies?
Yes, minimum board meetings are mandatory.
5. What happens if ROC filings are missed?
Heavy penalties and director disqualification may occur.
