Annual Compliances for Public Limited Company

Last Updated On: Sept. 7, 2020, 10:21 p.m.


As per section 2(71) of the Companies Act, a Public Limited Company is defined as that company that offers shares to the public and has limited liability. A Company that is a subsidiary of a public company shall be deemed to be a Public Limited Company.


Public Limited Company can be classified into 2 types:

Listed Company-

A Listed Company is a company as defined in Section 2(52) of the Companies Act, 2013. It is a company where shares are listed on the recognized stock exchange. People can buy or sell the shares of Listed Company through the platform of the recognized stock exchange. A Public Limited Company is recognized as a listed Company due to the reason that it gets its capital after getting listed on a recognized stock exchange through Initial Public Offer.

Unlisted Company-

An unlisted Company has nowhere defined in the Companies Act, 2013. It can be a Public Limited Company or can be a Private Limited Company. As the name suggests no shares of the unlisted companies are available to the general public for investment purposes.


Annual Compliances for Public Company:

1. Filing of Annual Return:

The Company should submit annual accounts and financials. List of shareholders, directors, interest, details of other things, board reports, and other stuff required to be furnished by the Company with ROC.

2. Forms which is required to be submitted:

Form MGT-7 (Annual Return):

Public Limited Company shall file its Annual Return within a period of 60 days from the date of holding of Annual General Meeting (AGM).

Form AOC-4 (Financial Statements):

Public Limited Company shall file its Balance Sheet together with a statement of Profit and Loss Account and Director Report within a period of 30 days from the date of holding of Annual General Meeting (AGM).


3. Appointment of the Auditor:

The auditor for the Company shall be appointed by the Board of Directors within a period of 30 (Thirty) days from the date of incorporation of the Company. The appointment shall be filed in ADT-1. In case of failure of the Board to appoint the first auditor within the said period of 30 days, the Board shall inform the members of the Company who shall appoint an auditor within a period of 90 days. The appointment can only be done in an extraordinary general meeting.

4. Holding Board Meeting:

Meeting among the board members, the first meeting of the Board shall be conducted within 30 days by Public Limited Company.

Thereafter, at least 4 Board meetings to be conducted every year with a gap of 120 days between each meeting of the Board.

This means that every by Public Limited Company shall have a minimum of 4 board meetings every year and the gap must not be more than 120 days between subsequent Board meetings or every quarter one meeting.

Records of these Board meetings shall also be created which is known as a minute of the meeting. For this, registers are to be maintained by the Company. It can also be prepared digitally. Here the agenda of the meeting, attendance of members, and the discussion are recorded.

5. Disclosure of Interest by Directors:

Every director shall in its first board meeting discloses about the interest in any company, firm, or other AOI (including any shareholding interest). The disclosure of interest shall be filed every year, if there is any change in the interest, it is to be filed along with the list of relatives as well. This disclosure of interest shall be filed in MBP 1 form shall be submitted with the Company.

6. Declaration of Commencement of Business:

Declaration of Commencement of Business shall be filed in Form 20A. It is mandatory compliance and needs to be filed with due timelines as prescribed below. The Form 20A shall be certified by the professional like CA CS or CMA


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