According to Section 2 (62) of the Companies Act, 2013, a company with only one person as its member falls into the category of One Person Company. An OPC compliance requirement is similar to that of a private limited company. As we all know, a one-person company enjoys the status of a separate legal entity. Thus, the extent of the liability of the directors is limited to the extent of the amount invested by them.
It must be noted that one person company can only be incorporated as a private limited company. Thus, all the provisions applicable to private companies are applicable to one person company compliance too.
In this article, you will learn about one person company compliance and the annual returns to be filed after the incorporation of an OPC.
Annual Filings for One Person Company Compliance:
1. MBP 1:
Form MBP-1 is to be filed by the directors in one-person company compliance to disclose their interest in other companies yearly on the first Board Meeting of every year or the instance of change in the Director of the OPC.
2. DIR-8:
Form DIR-8 is required to be filed by every director in one-person company compliance at the time of his/her appointment ascertaining that he/she is not disqualified/debarred from functioning as a Director of a company.
3. DIR-3 KYC:
In one-person company compliance, directors owning DIN (Director Identification Number) with active status are required to file DIR-3 KYC annually as per the Companies Rules, 2014. Failure to file DIR-3 KYC will lead to inactive DIN status on the MCA portal. Please note that no Form of annual compliances for one-person companies can be filed if DIR-3 stands deactivated.
4. ADT-1:
In one-person company compliance, an auditor shall be appointed within fifteen days of holding an Annual General Meeting for a period of five years.
5. MGT-7:
All one-person companies are required to file their annual returns within a time span of sixty days of holding the Annual General Meeting. This can be done by filing MCA Form MGT-7. Failure to file annual returns levy a penalty of Rs 100 per day from the due date of non-filing.
6. AOC-4:
In one-person company compliance, an OPC is required to file its financial statements, i.e., Profit and Loss Account and Balance Sheet along with Director Report by filing Form AOC-4 within sixty days of holding the Annual General Meeting. Failure to file Form AOC-4 levies a penalty of Rs 100 per day.
7. Appointment of Auditor:
In OPC compliance, the director is required to appoint an auditor within thirty days of incorporation of the company. A one-person company that fails to appoint an auditor is liable to pay a penalty of Rs 300 per month. In addition, the company will not be allowed to commence business. He/She is required to stay in the office till the completion of 1st AGM. There is no need to file Form ADT-1 for the appointment of the first auditor.
Event-based One Person Company Compliance:
- Appointment or Resignation of a Director;
- Appointment of Managing a Director;
- Change in the statutory auditors;
- Transfer of Shares;
- Increase of Authorized Capital;
- Change of Name of Company;
- Change in Registered Office Address (Through Form INC-22)
- Registration/Modification of Charge
- Appointment of Auditor
- Statutory Audit of Accounts
- Filing of Annual Return (Form MGT-7)
- Filing of Financial Statements (Form AOC-4) Board Meetings
- Annual General Meeting
- Preparation of Directors’ Report
- ITR and Audit requirement
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