All companies incorporated or registered, including private limited companies under the Companies Act, 2013, must recognize that MCA regulatory compliance is not merely a statutory obligation—it is a mandatory pillar of sound corporate governance as the Ministry of Corporate Affairs (MCA) issues various compliance requirements through amendments, circulars, orders, and notifications from time to time, aim to evaluate the applicability of legal provisions, to check the accountability, and promote standardization across the corporate sectors working in India.
This article offers a detailed analysis of the MCA Compliance Calendar, beginning from post-incorporation compliance to event-based and mandatory Annual ROC filings for the financial year April–March. It also outlines threshold-based compliance criteria for companies and LLPs as prescribed under the Companies Act, 2013.
Compliance Calendar – Applicability and Threshold Under the Companies Act, 2013
S.N |
Title/ Compliance |
Section -Companies Act, 2013 |
Applicability |
Threshold |
1 |
2(85) |
Private Company |
PUC – Upto Rs.2 CrTO – Upto Rs.20 Cr |
|
2 |
Acceptance of Deposits (DPT-3 Filing) |
76 & CGRules |
Public Company |
NW – Not less than Rs. 100 Cr TO – Not less than Rs. 500 Cr GM – Special resolution |
3 |
Annual Return (MGT-7/7A Filing) |
92(2) & Rule11 |
1. Listed2. Public3. Private |
1. Small Company & OPC- Form MGT-7A2. Every other Company - Form MGT-73. Listed + Others = Form MGT-8 (PCS Certification)· PUC - Rs. 10 Cr or more· TO – Rs. 50 Cr or more |
4 |
Formal Annual Evaluation |
134(3)(p) &Rule 8(4) |
1. Listed2. Public |
1. Every Listed Company2. PUC- Rs. 25 Cr or more |
5 |
135 |
Every Company |
TO - Rs.1000 Cr or more NW - Rs. 500 Cr or more NP – Rs. 5 Cr or more |
|
6 |
137 & Rule 3 |
1. Listed & its Indian Subsidiaries2. All Companies |
1. Every Listed Company2. PUC- Rs.5 Cr or more3. TO –Rs.100 Cr or more4. FS as per Ind AS Rules |
|
7 |
Internal Auditor |
138 & Rule 13 |
1. Listed2. Unlisted Public3. Private |
1. Every Listed Company2. Unlisted Public Company: PUC- Rs. 50 Cr or more TO – Rs. 200 Cr or moreO/s Loans or Borrowings- exceeding Rs.100 CrO/s Deposits – Rs. 25 Cr or more3. Private Company:TO- Rs. 200 Cr or moreO/s Loans or Borrowings- exceeding Rs.100 Cr |
8 |
Appointment of Auditors (Term- wise) |
139 & Rule 5 |
1. Listed2. Unlisted Public3. Private |
1. Every Listed Company2. Unlisted Public Company:PUC- Rs. 10 Cr or more3. Private Company:PUC- Rs. 50Cr or more4. All Companies:Borrowings-Rs. 50 Cr or morePublic Deposits- Rs. 50 Cr or more |
9 |
149 & Rule 3 |
1. Listed2. Public |
1. Every Listed Company2. PUC- Rs. 100 Cr or moreTO- Rs. 300 Cr or more |
|
|
|
|
|
|
10 |
149 & Rule 4 |
1. Listed2. Public |
1. Every Listed Company2. PUC- Rs. 10 Cr or moreTO- Rs. 100 Cr or moreO/s Loans/Deposits- exceeding Rs. 50 Cr |
|
11 |
Vigil Mechanism |
177(9) &Rule7 |
1. Listed2. Public3. Private |
1. Borrowings- more than Rs. 50 Cr2. Companies accepting Deposits from Public |
12 |
Audit Committee |
177 & Rule 6 |
1. Listed2. Public |
1. Every Listed Company2. PUC- Rs. 10 Cr or moreTO- Rs. 100 Cr or moreO/s Loans/Deposits- exceeding Rs. 50 Cr |
13 |
Nomination and Remuneration Committee |
178(1) |
1. Listed2. Public |
1. Every Listed Company2. PUC- Rs. 10 Cr or moreTO- Rs. 100 Cr or moreO/s Loans/Deposits- exceeding Rs. 50 Cr |
14 |
Stakeholders Relationship Committee |
178(5) |
Every Company |
Company having more than 1000 security holders. |
15 |
Appointment of MD/CEO/Manager/WTD, CS & CFO |
203 & Rule 8 |
1. Listed2. Public |
1. Every Listed Company2. PUC- Rs. 10 Cr or more |
16 |
203 & Rule 8A |
Private |
PUC- Rs. 10 Cr or more |
|
17 |
Secretarial Audit |
204 & Rule 9 |
1. Listed2. Public3. Private |
1. Every Listed Company2. Public Company:PUC- Rs. 50 Cr or moreTO – Rs. 250 Cr or more3. Every Company:O/s Loans /Borrowings- Rs. 100 Cr or more |
The MCA compliance applicability is expansive and tailored to the scale and structure of the company. While foundational filings such as DIN KYC, AOC-4, MGT-7, and DIR-3 KYC are universally applicable, certain obligations like secretarial audit, internal audit, and CSR reporting kick in based on turnover, paid-up capital, or net worth thresholds.
Companies should use this compliance calendar threshold limits and applicability matrix as a compliance checklist to avoid MCA penalties by MCA/ROC/RD Adjudication orders and improve their corporate compliance filing time to time by proper company law advisory services and also advisable to regularly consult professionals like Company Secretaries and Chartered Accountants at Compliance Calendar LLP for up-to-date guidance in case of changes to statutory provisions or filing systems like MCA V3.