ANNUAL COMPLIANCES FOR LIMITED LIABILITY PARTNERSHIP

ANNUAL COMPLIANCES FOR LIMITED LIABILITY PARTNERSHIP

 

Limited Liability Partnership (LLP) is a hybrid form of Business entity which entails features of a Partnership Firm and a Company. The LLP is managed by its partners and it is a separate legal entity from its partners.

 

The concept of Limited Liability Partnership has been brought by way of enforcing Limited Liability Act, 2008.

 

Annual Compliance of LLP

 

All LLPs Registered under the LLP Act, 2008 need to file

 

i.                 Annual Returns in From 11; and

ii.                Statements of Accounts in Form 8 for every Financial year.

 

 

It is mandatory for an LLP to file Annual Return and Statement of Accounts irrespective of whether it has any business or not.

 

I.                 Filing of Annual Return in Form 11

 

Ø  Annual return needs to be filed in the Form 11. This form is a summary of the management affairs of the LLP, Such as number of partner and their contribution etc.

 

Due Date for filing Annual Return

 

Ø  Form 11 needs to filed every year within 60 days of closure of the Financial year. Hence this Annual Returns should be filed on or before 30^th May every year.

 

Certification

 

The Form needs to Digitally signed by:

 

Ø  two Designated Partners;

Ø  in case the annual turnover of the LLP crosses Rs 40 Lakhs or the Capital contribution from partners exceeds more than Rs 25 lakhs the Annual return should be accompanied by a Certificate from Practicing Company Secretary.

 

Government Fees details

 

Ø  The filing fees for Form11 depend upon the Capital Contribution of the LLP. Minimum Filing Fees is Rs. 50/-

 

Ø  There is an additional Filing fees of Rs. 100/- per day per form, if there is any delay in filing the form beyond the due date.

 

For Example: ABX LLP is incorporated on 12th September 2019 with Contribution of Rs. 1,00,000/-. The designated partners were not aware of the compliances and hence they did not file the Form 11 till 30th November 2021. On 30th November 2021 the additional fees for filing Form 11 will be as below:

 

Due date for filing Form 11: 30.05.2020

Date of filing Form 11: 30.11.2021

Normal Fees: Rs. 50/-

Additional Fees: Rs. 18,400 (Rs. 100/- per day for 184 days delay )

 

II.               Filing of Statement of Accounts or Financial Statements in Form 8

 

Ø  All LLPs are Required to maintain their Books of accounts. The accounts may be on cash basis or accrual basis.

 

Ø  They also need to prepare a Statement of Solvency (accounts) every year ending 31st march for this purpose.

 

Due Date for filing Statement of Accounts

 

Ø   LLP Form 8 should be filed with the Registrar Companies on or Before 30th October every year.

 

Auditing requirements for LLPs:

 

Ø  It shall be noted that LLPs whose annual turnover exceeds Rs 40 lakh or whose contribution exceeds Rs 25Lkh are required to get their accounts audited by qualified Chartered Accountant mandatorily.

 

Certification

 

The Form needs to Digitally signed by:

 

Ø  Two Designated Partners;

Ø  in case the annual turnover of the LLP crosses Rs 40 Lakhs or the Capital contribution from partners exceeds more than Rs 25 lakhs the Form should be Digitally signed by the Statutory Auditor of the LLP and should be certified by another Practicing Professional.

 

Government Fees details

 

Ø  The filing fees for Form 8 depend upon the Capital Contribution of the LLP. Minimum Filing Fees is Rs. 50/-

 

Ø  There is an additional Filing fees of Rs. 100/- per day per form, if there is any delay in filing the form beyond the due date.

 

For Example: ABX LLP is incorporated on 12th September 2019 with Contribution of Rs. 1,00,000/-. The designated partners were not aware of the compliances and hence they did not file the Form 8 till 30th November 2021. On 30th November 2021 the additional fees for filing Form 8 will be as below:

 

Due date for filing Form 8: 30.10.2021

Date of filing Form 8: 30.11.2021

Normal Fees: Rs. 50/-

Additional Fees: Rs. 3,100 (Rs. 100/- per day for 31 days delay)

 

 

ANNUAL COMPLAINCES REQUIRED FOR PRIVATE LIMITED COMPANIES UNDER COMPANIES ACT, 2013

ANNUAL COMPLIANCES REQUIRED FOR PRIVATE COMPANIES UNDER COMPANIES ACT, 2013

 

1.    BOARD MEETINGS

 

S.no	Particulars	Due dates
1	1st Board Meeting	first Board Meeting should be held within 30 days from the date of incorporation.
2	Subsequent Board Meetings	Minimum 4 Board meeting should be held in a calendar year, there should not be more than 120 days between two consecutive meetings.   *for One Person Companies, Small Companies, are required to hold only two Board meetings in each of half of the calendar year and with the minimum gap of 90 days.

 

2.    ANNUAL GENERAL MEETINGS

 

S.no	Particulars	Due dates
1	1ST Annual General Meeting	Within 9 months from the date of closure of 1st financial year
2	2nd and subsequent Annual General Meeting	Within 6 months from the date of closure of financial year

*gap Between 2 consecutive AGMs shall not be more than 15 months.

*for One Person Company no need to hold Annual General Meeting.

 

3.    DISCLOSURE OF INTEREST AND DECLARATION BY THE DIRECTORS

 

S.no	Particulars	Due dates
1	Disclosure of interest	First Board Meeting in every financial year the director should disclose his interest in MBP-1   If any changes in his interest the director should disclose the such changes in first Board Meeting after such change.
2	Declaration	First Board Meeting in every financial year the director should disclose declaration in form DIR-8.

 

4.    APPOINTMENT OF STATUTORY AUDITOR

 

S.no	Particulars	Due dates
1	Appointment of 1st statutory auditor	1st auditor should be appointed within 30 days from the date of incorporation
2	Appointment of subsequent auditor	Subsequent Appointment shall be made in the AGM for 5 years.
3	Filing of form ADT-1	The form for appointment of auditor should be done within 15 days from the date of appointment

 

5.    ANNUL FILING

 

S.no	Particulars	Due dates
1	Form AOC-4  -filing of financials	Within 30 days from the date of Annual General Meeting
2	Form MGT_7- Annual Return	Within 60 days from the date of Annual General Meeting
3	DIR-3 – KYC_ Director KYC	Within 30th September

 

6.    OTHER FILINGS

 

S.no	Particulars	Due dates
1	E-Form MSME-I	Every Company having outstanding payments dues to micro and small enterprises and in case the payment of the same is pending beyond 45 days, then the Company has to furnish details as per the following timeline:   For April to September by 31st October For October to March by 30th April
2	E-Form DPT-3*	All the Company having any outstanding loan/amount as on 31st March of every financial year has to furnish details and bifurcation of such outstanding amount irrespective of the fact whether such amount is falling under the definition of deposit or not by 30th June
3	Maintenance of Statutory Registers	A company is required to mandatorily maintain various registers like Minutes of Board Meeting, Minutes of AGM, Minutes of debenture holder meetings, Register of Charges, Register of Share Certificates, Register of Members etc.

 

EVENT BASED ROC COMPLIANCE FOR PRIVATE LIMITED COMPANIES

 

The Private Limited Companies needs to file certain forms with ROC for inform the ROC about the internal changes in the company.

 

S.no	Particulars	Name of the form	Due date
1	Change in the Director	Form DIR-12	Within 30 days from the date of such change
2	Change in Authorized Share Capital	Form SH-7	Within 30 days from the date of such change
3	Return of Allotment	Form PAS-3	within 15 days of making the allotment of shares
4	Creation and Modification of Charge	Form CHG-1	Company is required to file E-Form CHG-1 within 30 days of Creation or Modification of Charge
5	Registration of Satisfaction of Charge	Form CHG-4	within 30 days of Satisfaction of charge
6	Appointment of Statutory Auditor	Form ADT-1	within 15 days of appointment of Statutory Auditor
7	Resignation of Statutory Auditor	ADT-3	within 30 days of Resignation of Auditor
8	Shifting of Registered Office within the same city, town or village without change in the jurisdiction of ROC	INC-22	Within 30 days from the date of such change
9	Filing of Resolutions and Agreements with ROC	MGT-14	Within 30 days from the date of meeting
10	Additional place other than the registered office where the books of accounts and statutory registers are being kept	AOC-5	within 7 days of passing the Board resolution to inform the ROC of additional place other than the registered office where the books of accounts and statutory registers are kept.
11	Disclosure of Substantial Beneficial Ownership (SBO)	BEN-2	The Company is required to inform the ROC regarding the Substantial Beneficial Owners in E-Form BEN-2
12	Return for Delay in payments to MSMEs	Form MSME	A company is required to inform the ROC for delay in payments to MSMEs beyond 45 days by filing E-Form MSME on a half yearly basis before 30th April and 30th October every year.
13	Return of Deposits with the Company	DPT-3	Company is required to File Return of Deposits and money not considered as deposits in E-Form DPT-3 with the ROC before 30th June for every financial year ending on 31st March

 

 

 

MAIN OBJECTIVES OF MANAGEMENT CONSULTING SERVICES COMPANY

 

1.     To carry on the business of providing management services, consultancy, multidisciplinary consultancy, liaison representation, business development and all transaction related consultancy and advisory services to foreign and Indian companies, firms, associations, societies and individuals, in all fields, including the business of legal, industrial, business management, Accounting, cost accounting, recruitment personnel management, inventory control, import and export and other technical or non-technical consultants and in particular to prepare Project Reports for all types of industries to set up systems of casting or to give other consultants on cost accounting to advise companies on the financial systems, to plan out machinery location and factories, to advise on tax planning, to recruit people for all types of posts in all types of industries or offices and to make representations types of industries or offices and to make representations before any body corporate , authority, corporations, firm, person or association of persons in any field, including the procurement of materials, machinery or any other items or things required by any body, corporate authority, corporations person, firm or association of persons and to charge fees for such advise and help, whether in India or abroad.

2.     To act as consultants, management consultants, and provide advice, services, consultancy in various fields, general administrative, secretarial, commercial, legal, economic, labour, industrial, public relations, scientific, technical, direct and indirect taxation and other levies, statistical, accountancy, quality control and data processing and to act as consultants or advisors of any firm, body corporate, association or other undertaking and generally subject as aforesaid, to act as consultants or advisors and to undertake part in the management supervision or control of the business or operation of any person, firm, body corporate, association or other undertaking and, if necessary, for such purpose or purpose to appoint and remunerate any offices of the company, accountants or other experts or agents.

3.     To carry on the business as tax advisors and to advise and assist in all taxation, costing, accounting internal control and other similar matters to advise and assist in the preparation of all revenue and capital budgets, developments of funds, long term planning or utilisation of resources, procuring bank and institutional finance including cash, credit facilities, overdraft facilities, subscription of debentures and term loans, to assess the needs of short and long term credit facilities and raising of resources, to advise and assist in the formulation of procedures for prevention of fraud, wastage, financial and cost accounting procedure and other connected matters to advise and assist in formulating long term financial policies and control of their execution, and generally to advise and assist in all financial, fiscal and revenue matters and to carry on the business of establishing, running and managing institutions, school, and academics for imparting education and providing consultancy services in all above mentioned areas.

 

 

DIRECTOR IDENTIFICATION NUMBER (DIN). HOW TO OBTAIN? HOW TO MODIFY?

DIRECTOR IDENTIFICATION NUMBER (DIN)

 

I.                 Introduction:

 

-        DIN is a unique Identification Number

-        allotted to an individual who is/proposed to be appointed as a director of a company

-        it will be allotted by Central Government upon making an application in form DIR-3 or Spice + pursuant to section 153 & 154 of the Companies Act, 2013.

-        It is unique to individual and any individual shall not obtain more than one DIN

 

The concept of a Director Identification Number (DIN) has been introduced for the first time with the insertion of Sections 266A to 266G of Companies (Amendment) Act, 2006. As such, all the existing and intending Directors have to obtain DIN within the prescribed time-frame as notified.

 

II.               Person Authorised to obtain DIN:

 

Any Individual who intends to become Director of a new Company at the time of incorporation or an individual who is proposed to be appointed as Director in an existing Company can apply and obtain the Director Identification Number.

 

III.            Process of Obtaining DIN:

 

DIN can be obtained by following the below procedure:

 

A.     At the time of Incorporation:

 

-        The applicant should collate the documents required

-         He/She should file the documents with Incorporation application

-        Central Government / CRC will process the application and allot the DIN, if the documents are proper.

 

B.     At the time of Appointment in an existing Company

 

-        Existing Company shall pass a Board Resolution in a Board Meeting / Circular Resolution authorising any existing Director to certify DIN application

-        The applicant should collate the documents required

-         He/She should file the documents

-        Central Government / CRC will process the application and allot the DIN, if the documents are proper.

 

IV.             Forms for DIN application and modification thereof:

 

• SPICe Form: Application for allotment of DINs to the proposed first Directors in respect of new companies shall be made in SPICe form only.
• DIR-3 Form: Any person intending to become a director in an existing company shall have to make an application in eForm DIR-3 for allotment of DIN.
• DIR-6 Form: Any changes in the particulars of the directors shall be filed in form DIR-6.

 

V.               Fees for DIN Application:

 

A.     At the time of Incorporation:

There will be no separate fees for Obtaining DIN at the time of Incorporation

 

B.     At the time of Appointment in an existing Company

Rs. 500. It shall be paid online at the time of uploading DIN Application in form DIR-3

 

VI.             Documents to be submitted to Obtain DIN:

 

A.     For Indian National

 

Ø  Copy of Color Photograph of the Applicant

 

Ø  Copy of Self attested PAN  as Proof of identity of applicant (Mandatory)

 

Ø  Self-attested copy of any one of the following documents as Proof of Adress:

 

-        Aadhaar

-        Driving license

-        Passport

-        Voter ID

-        Electricity bill – Not older than 2 months

-        Telephone bill - Not older than 2 months

-        Bank Statement - Not older than 2 months

 

B.     For Foreign National

 

Ø  Copy of Color Photograph of the Applicant

 

Ø  Copy of Passport duly attested by a Notary and Consulate / Apostille in the country where applicant is located as Proof of identity of applicant (Mandatory)

 

Ø  Copy of any one of the below documents duly attested by a Notary and Consulate / Apostille in the country where applicant is located as Proof of Residence:

 

-        Bank account statement in country of residence – Not older than 1 year

-        Driving license

-        Electricity bill – Not older than 1 year

-        Telephone bill - Not older than 1 year

 

 

In case of proofs which are in languages other than Hindi/ English, the proofs should be translated in Hindi / English from professional translator carrying his details (name, signature, address) and seal

 

VII.           Application for Modification in particulars of DIN:

 

If there is any change in the particulars submitted in form DIR-3/SPICe with respect to Directors, applicant can submit e-form DIR-6. For instance, in the event of change of address of a director, he/she is required to intimate this change by submitting e-form DIR-6 along with the required attested document.

 

 

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