Introduction:
Why Most Founders Fail at Compliance
You started a Private Limited Company to build a business, not to become a compliance expert.
But here’s the harsh reality: Compliance failures kill more companies than bad products.
What actually happens?
- Founder focuses 100% on product, sales, hiring
- Ignores “boring” compliance stuff
- “My CA will handle it” becomes the mantra
- Deadlines slip by unnoticed
- Suddenly: ₹50,000 in accumulated late fees
- Director DIN gets marked inactive (can’t sign documents)
- Investor due diligence reveals 18 months of missing filings
- Funding delayed or rejected
- Company strike-off notice arrives
- Founder scrambles, pays 5x in penalties + professional fees to fix
This happens to thousands of companies every year.
The problem isn’t that compliance is complex – it’s that founders don’t have a system.
No calendar. No reminders. No accountability. Just hope that CA remembers everything (spoiler: CAs manage 100+ clients and can’t track your specific deadlines unless you have a system).
This comprehensive compliance calendar gives you that system.
It’s designed for:
✅ First-time founders who just incorporated
✅ Established SMEs wanting to get organized
✅ Directors who need to understand their obligations
✅ Finance teams building compliance frameworks
✅ Companies preparing for funding rounds
✅ Anyone who wants to sleep peacefully knowing compliance is handled
By the end of this guide, you’ll have:
- Month-by-month compliance roadmap
- Exact deadlines and what to file
- Internal processes to prevent gaps
- Red flags to watch for
- System to stay perpetually compliant
Why a Compliance Calendar Is Non-Negotiable
The Cost of Non-Compliance:
Financial:
- MCA forms: ₹100-200/day late fees (no cap)
- TDS: ₹200/day late fees + interest
- Income Tax: Interest + penalty + scrutiny
- GST: Late fees ₹50/day per return + interest
- Total: Easily ₹50,000-2,00,000/year in avoidable penalties
Operational:
- Director DIN deactivated → Can’t sign any documents
- Company marked “non-compliant” → Banks reject loans
- GST registration suspended → Can’t do business
- Unable to file current returns until past returns cleared
Strategic:
- Investor due diligence reveals gaps → Funding delayed/rejected
- Acquisition talks stall → Clean-up delays deal by 3-6 months
- Valuation reduced → Compliance gaps = risk premium
- Director disqualification → Can’t be director of ANY company for 5 years
Reputation:
- “Non-compliant” status visible publicly on MCA website
- Difficult to attract partners, clients, talent
- Professional image damaged
The Solution: A systematic, month-by-month compliance calendar that becomes your company’s operating rhythm.
Understanding Your Compliance Universe
A Private Limited Company operates under five compliance pillars:
Pillar 1: MCA/ROC Compliance (Companies Act, 2013)
- Annual filings (AOC-4, MGT-7)
- Board meetings and AGM
- Director KYC and disclosures
- Share allotments and transfers
- Changes in company details
Pillar 2: Income Tax Compliance
- TDS (monthly deposits, quarterly returns)
- Advance tax (quarterly installments)
- Corporate income tax return
- Transfer pricing (if applicable)
Pillar 3: GST Compliance (if registered)
- Monthly returns (GSTR-1, GSTR-3B)
- Annual return (GSTR-9)
- Reconciliations (2B matching)
Pillar 4: Accounting & Financial Reporting
- Books of accounts maintenance
- Bank reconciliation
- Statutory audit
- Financial statements preparation
Pillar 5: Other Applicable Laws
- PF and ESI (if employees)
- Professional Tax (state-specific)
- Shops & Establishment Act
- Labour laws (if applicable)
- FEMA (if foreign transactions)
This calendar covers all five pillars, organized by month for easy tracking.
The Complete 2025 Compliance Calendar
JANUARY (New Year, New Discipline)
MCA/ROC:
- First board meeting of calendar year
- Review previous year’s compliance status
- Plan Q4 board meeting (ensure 120-day gap maintained)
Income Tax:
- TDS deposit for December salary/payments (by 7th Jan)
- Review Q3 advance tax payment (was it adequate?)
GST:
- GSTR-1 for December (by 11th Jan)
- GSTR-3B for December (by 20th Jan)
- Reconcile December 2B with books
Accounting:
- Close December books
- Bank reconciliation for all accounts
- Q4 financial review meeting
- Start advance tax planning for March installment
Why January Matters:
- Sets compliance tone for the year
- Catches up on any December delays
- Prepares for March year-end
FEBRUARY (Advance Tax Planning)
MCA/ROC:
- Board meeting (if 120 days since last meeting)
- Review director compliance status
Income Tax:
- TDS deposit for January (by 7th Feb)
- Compute final advance tax installment (due 15th March)
- Review FY projections for accurate advance tax
GST:
- GSTR-1 for January (by 11th Feb)
- GSTR-3B for January (by 20th Feb)
Accounting:
- Close January books
- Vendor reconciliation (especially for year-end provisions)
- Fixed asset register review
- Prepare for year-end closing (only 1 month left)
Why February Matters:
- Last chance to plan March advance tax accurately
- Year-end closing preparation prevents March chaos
MARCH (Financial Year-End – Critical Month)
MCA/ROC:
- Board meeting for Q4 review
- Approve year-end provisions
- Plan for AGM (must be within 6 months of year-end)
Income Tax:
- Advance tax 4th installment (by 15th March) – CRITICAL
- TDS deposit for February (by 7th March)
- Review full-year tax position
GST:
- GSTR-1 for February (by 11th March)
- GSTR-3B for February (by 20th March)
Accounting:
- Close FY 2024-25 books by 31st March
- Physical stock verification (if applicable)
- Fixed asset physical verification
- All provisions recorded (bonus, audit fees, expenses)
- Bank reconciliation (all accounts must be zero unreconciled)
- Creditor/debtor confirmations obtained
- Loan reconciliation with statements
Why March Is Make-or-Break:
- Financial year closes
- Clean year-end = smooth audit
- Messy year-end = audit delays = filing delays = penalties
March 31st Checklist:
✅ All transactions recorded
✅ Bank reconciled
✅ Stock verified
✅ Assets verified
✅ Provisions made
✅ Books closed and locked
APRIL (New FY Begins + Q4 Filings)
MCA/ROC:
- Update all statutory registers for new FY
- First board meeting of new FY
- MBP-1 (Director disclosure of interest) at first board meeting
Income Tax:
- TDS deposit for March (by 7th April)
- TDS return for Q4 (Jan-Mar) by 31st May – start preparing
- Income tax return planning begins
GST:
- GSTR-1 for March (by 11th April)
- GSTR-3B for March (by 20th April)
- MSME Form-1 (by 30th April) – for Oct-Mar outstanding payments
Accounting:
- Start FY 2025-26 books
- Handover to auditor (if audit starting)
- April transactions recording begins
Why April Matters:
- Clean transition to new FY
- Audit preparation begins
- Q4 TDS return preparation
MAY (Audit Begins)
MCA/ROC:
- Board meeting to approve audited accounts (tentative)
- Finalize AGM date (must be by 30th September)
Income Tax:
- TDS deposit for April (by 7th May)
- TDS return Q4 filing (by 31st May)
- Start corporate ITR preparation
GST:
- GSTR-1 for April (by 11th May)
- GSTR-3B for April (by 20th May)
Accounting:
- Statutory audit in progress
- Respond to auditor queries promptly
- Prepare draft financial statements
- Draft Director’s Report
Why May Matters:
- Audit must progress to meet AGM deadline
- TDS Q4 return is critical (can’t skip)
JUNE (DPT-3 + Audit Completion Target)
MCA/ROC:
- DPT-3 filing (by 30th June) – CRITICAL, often missed
- Board meeting to approve accounts and notice of AGM
- Auditor reappointment (if applicable)
Income Tax:
- TDS deposit for May (by 7th June)
- Corporate ITR preparation ongoing
GST:
- GSTR-1 for May (by 11th June)
- GSTR-3B for May (by 20th June)
Accounting:
- Complete statutory audit (target)
- Finalize financial statements
- Finalize Board Report
Why June Matters:
- DPT-3 is heavily penalized if missed (₹2,000/day on company, ₹1,000/day on officer)
- Audit should be complete to avoid AGM rush
JULY (TDS Q1 + Advance Tax Begins)
MCA/ROC:
- Board meeting (AGM preparation)
- Finalize AGM logistics
Income Tax:
- TDS deposit for June (by 7th July)
- TDS return Q1 (April-June) by 31st July
- Advance tax 1st installment (by 15th June) – should have been done
- If missed June, catch up now
GST:
- GSTR-1 for June (by 11th July)
- GSTR-3B for June (by 20th July)
Accounting:
- AGM preparations complete
- Send AGM notice (21 days advance)
Why July Matters:
- Q1 TDS return
- Advance tax cycle begins
- AGM approaching
AUGUST (AGM Season)
MCA/ROC:
- Conduct AGM (target by end of August, deadline 30th September)
- Pass all necessary resolutions
- Prepare minutes
Income Tax:
- TDS deposit for July (by 7th August)
GST:
- GSTR-1 for July (by 11th August)
- GSTR-3B for July (by 20th August)
Accounting:
- Post-AGM: Prepare for AOC-4 and MGT-7 filings
Why August Matters:
- AGM should happen (don’t wait for September 30th)
- Early AGM = more time for filings
SEPTEMBER (DIR-3 KYC + Advance Tax + AGM Deadline)
MCA/ROC:
- AGM by 30th September (FINAL DEADLINE)
- DIR-3 KYC for all directors (by 30th Sept) – CRITICAL
- Prepare for AOC-4 filing
Income Tax:
- TDS deposit for August (by 7th Sept)
- Advance tax 2nd installment (by 15th Sept)
GST:
- GSTR-1 for August (by 11th Sept)
- GSTR-3B for August (by 20th Sept)
Why September Is Most Critical:
- AGM deadline (miss this = major penalty)
- DIR-3 KYC deadline (miss this = DIN deactivated)
- Advance tax installment
- Busiest compliance month of the year
September 30th Checklist:
✅ AGM conducted and minuted
✅ All directors filed DIR-3 KYC
✅ Advance tax paid
✅ All GST and TDS current
OCTOBER (Post-AGM Filings + TDS Q2 + MSME)
MCA/ROC:
- AOC-4 filing (within 30 days of AGM)
- ADT-1 if auditor appointed/reappointed (within 15 days of AGM)
- MSME Form-1 (by 31st October) – for April-Sept outstanding payments
- DIR-8 (declaration by directors)
Income Tax:
- TDS deposit for September (by 7th Oct)
- TDS return Q2 (July-Sept) by 31st October
- Corporate ITR filing (by 31st Oct if extended from Sept 30th)
GST:
- GSTR-1 for September (by 11th Oct)
- GSTR-3B for September (by 20th Oct)
Why October Matters:
- Post-AGM filings must be done
- TDS Q2 return
- Corporate ITR if not yet filed
- MSME Form-1 (often forgotten)
NOVEMBER (MGT-7 + Planning for Year-End)
MCA/ROC:
- MGT-7 filing (within 60 days of AGM, typically by end November)
- Board meeting
- Review compliance status for the year
Income Tax:
- TDS deposit for October (by 7th Nov)
GST:
- GSTR-1 for October (by 11th Nov)
- GSTR-3B for October (by 20th Nov)
Accounting:
- Half-yearly financial review
- Internal audit (if scheduled)
Why November Matters:
- MGT-7 is comprehensive annual return
- Sets stage for December advance tax planning
DECEMBER (Advance Tax + Year-End Tax Planning)
MCA/ROC:
- Board meeting (ensure 4 meetings held in year)
- Year-end compliance review
Income Tax:
- TDS deposit for November (by 7th Dec)
- Advance tax 3rd installment (by 15th Dec)
- TDS return Q3 (Oct-Dec) by 31st Jan – start preparing
- Tax planning for FY (investment in assets, expenses timing, etc.)
GST:
- GSTR-1 for November (by 11th Dec)
- GSTR-3B for November (by 20th Dec)
- Start GSTR-9 (annual return) preparation
Accounting:
- Year-end planning
- Review budgets vs actuals
- Plan for next FY
Why December Matters:
- Advance tax installment
- Tax planning before year-end
- Ensure 4 board meetings completed
Critical Annual Deadlines (Quick Reference)
Print this and put on your wall:
| Deadline | Filing | Penalty if Missed |
| 15th March | Advance Tax (4th installment) | Interest @ 1% per month |
| 30th April | MSME Form-1 (half-yearly) | ₹10,000 + ₹1,000/day |
| 30th June | DPT-3 | ₹2,000/day (company) + ₹1,000/day (officer) |
| Every 7th | TDS deposit | Interest @ 1-1.5% per month |
| Every 11th | GSTR-1 | ₹50/day (₹20 for nil) |
| Every 20th | GSTR-3B | ₹50/day + interest |
| Every quarter end + 30 days | TDS returns | ₹200/day |
| 30th September | AGM | ₹1,00,000 + ₹5,000/day |
| 30th September | DIR-3 KYC (all directors) | ₹5,000 per director + DIN deactivation |
| 30 days after AGM | AOC-4 | ₹100/day (company + officers) |
| 15 days after AGM | ADT-1 (if auditor change) | ₹300/day |
| 60 days after AGM | MGT-7 | ₹100/day (company + officers) |
| 31st October | MSME Form-1 (half-yearly) | ₹10,000 + ₹1,000/day |
| 31st October | Corporate ITR | Interest + penalty |
Internal Monthly Compliance Checklist
Beyond statutory filings, maintain these internal disciplines:
Every Week (Monday Morning):
- Cash position review
- Pending approvals (payments, contracts)
- Upcoming compliance deadlines (next 7 days)
Every Month (by 10th):
- Close previous month books
- Bank reconciliation (all accounts)
- GST 2B matching
- Review expense claims
- Update MIS (Management Information System) report
Every Month (by 25th):
- Board meeting prep (if scheduled)
- Review compliance calendar for next month
- Vendor invoice follow-up (for 2B matching)
- Team compliance briefing
Every Quarter:
- Detailed financial review (budget vs actual)
- Compliance health check (all filings done?)
- Director meeting (strategic review)
- Internal audit (if scheduled)
- Contract renewals (CA, CS, software)
Every Year:
- Review compliance calendar and update for regulatory changes
- Assess professional service providers (CA, CS, lawyer)
- Strategic tax planning session
- Compliance training for finance team
Red Flags That Indicate Compliance Problems
Watch for these warning signs:
ROC/MCA Red Flags:
❌ Haven’t filed AOC-4 or MGT-7 in 12+ months
❌ Director DIN showing “inactive” status
❌ Company status showing “Active Non-Compliant”
❌ No board meetings in 6+ months
❌ Received any MCA notice (even if ignored)
Income Tax Red Flags:
❌ TDS returns filed late for 2+ consecutive quarters
❌ Advance tax not paid or significantly underpaid
❌ Corporate ITR not filed
❌ Outstanding demands or notices
GST Red Flags:
❌ GSTR-3B and GSTR-1 mismatches
❌ ITC claimed without 2B matching
❌ Frequent late filing (even with late fees paid)
❌ Annual return (GSTR-9) pending for previous years
Accounting Red Flags:
❌ Bank reconciliation not done for 3+ months
❌ Books not closed monthly
❌ No proper ledger classification (everything in “sundry”)
❌ Cash mismatches
If you see 2+ red flags, immediate action needed.
The 3-Step Founder Compliance Framework
Use this simple system to stay perpetually compliant:
Step 1: Create Your Compliance Calendar (One-Time Setup)
Tools:
- Google Calendar (shared with CA, finance team)
- Notion or Asana (task management)
- Automated reminder service
What to include:
- All statutory deadlines
- Internal deadlines (10 days before statutory)
- Board meeting schedule (quarterly, with placeholders)
- Review meetings with CA/CS
Assign owners:
- TDS: Finance Manager
- GST: Accounts team + GST consultant
- ROC: CS or compliance manager
- Overall: Founder/CFO oversight
Step 2: Monthly Reconciliation Discipline (Build This Habit)
Every Month Without Fail:
By 7th: TDS deposited
By 11th: GSTR-1 filed
By 15th: Previous month books closed
By 20th: GSTR-3B filed
By 25th: Reconciliations complete (bank, GST 2B, parties)
By 30th: Month-end review with finance team
Create a “Monthly Close Checklist”:
- All transactions recorded
- Bank reconciled
- GST filed and matched
- TDS deposited
- Expense approvals done
- MIS prepared
- Review meeting held
This monthly discipline prevents annual chaos.
Step 3: Quarterly Compliance Review (Strategic Oversight)
Every Quarter, Founder/CFO Conducts 1-Hour Review:
Agenda:
- Compliance Status: What’s filed? What’s pending? Any notices?
- Financial Health: Cash, runway, profitability, burn
- Upcoming Deadlines: Next quarter’s big items
- Process Improvements: What broke this quarter? How to fix?
- Professional Service Review: Is CA/CS performing? Need changes?
Output: Action items with owners and deadlines
This prevents compliance from being “out of sight, out of mind.”
Common Mistakes That Kill Compliance
Mistake 1: “My CA Will Handle Everything”
Reality: CA needs accurate, timely data from you. If your books are messy or you provide information late, CA can’t file on time.
Fix: You own compliance. CA is your advisor and filer, not your data entry team.
Mistake 2: Last-Minute Everything
Reality: Trying to file AOC-4 on day 30 when auditor just finished means discovering issues with no time to fix.
Fix: Start audit in May, finish by July, AGM by August, filings by September. Don’t wait for deadlines.
Mistake 3: No System for Tracking
Reality: Relying on memory or hoping CA reminds you means things slip through.
Fix: Shared calendar with automated reminders to multiple people.
Mistake 4: Ignoring Advance Tax
Reality: Paying full tax at ITR time means 6-9% interest on underpaid amount.
Fix: Calculate quarterly, pay installments, avoid interest.
Mistake 5: Not Reconciling GST 2B
Reality: Claiming ITC without 2B matching = notices + reversal + interest.
Fix: Monthly 2B reconciliation non-negotiable.
Mistake 6: Skipping Board Meetings
Reality: Less than 4 meetings per year = penalty. More importantly, poor governance = poor decision-making.
Fix: Schedule 4 quarterly meetings at start of year, don’t cancel.
Mistake 7: Forgetting DIR-3 KYC
Reality: Every September, thousands of directors miss this deadline, then scramble to file with late fees and reactivate DIN.
Fix: Set reminder for August 1st to file by August 15th. Don’t wait for September 30th.
Key Takeaways
Compliance for Private Limited Companies is not complex – it’s systematic.
The winning formula:
- Calendar: Month-by-month compliance roadmap (use this guide)
- Discipline: Monthly reconciliation and closing habits
- Oversight: Quarterly compliance reviews
- Professionals: Good CA + CS, but you own the process
- Documentation: Everything recorded, nothing on WhatsApp/verbal
- Proactive: File early, don’t wait for deadlines
Companies with clean compliance:
✅ Never pay penalties
✅ Pass investor due diligence smoothly
✅ Get better valuations
✅ Have founder peace of mind
✅ Scale without compliance becoming blocker
Companies with messy compliance:
❌ Bleed cash on penalties
❌ Fail investor due diligence
❌ Face funding delays
❌ Risk director disqualification
❌ Constantly firefighting instead of building business
Choose which company you want to be.
Frequently Asked Questions (FAQs)
Q1: Can I manage compliance myself without a CA/CS?
For very small companies (< ₹25L revenue), maybe, but:
- You’ll spend 15-20 hours/month on compliance
- Risk of errors is high
- Costs of errors > costs of professional help
For everyone else: Hire professionals.
However: Even with professionals, YOU must own the process. Create the calendar, track deadlines, provide data on time. CA/CS execute, but founder oversees.
Q2: What’s the single most missed compliance item?
DIR-3 KYC (Director KYC by 30th September).
Thousands of directors miss it every year, then face:
- ₹5,000 late fee
- DIN marked inactive
- Can’t sign any documents until filed
- All company filings blocked
Prevention: File by mid-August, don’t wait for September 30th deadline.
Q3: If I miss a deadline, can I still file?
Yes, with late fees and penalties.
Process:
- Calculate late fees based on delay
- File the return with additional fee
- Pay penalty if applicable
- File Form GNL-3 (Condonation of delay) if significant delay
Better: Never miss deadline. Set internal deadline 10 days before statutory deadline.
Q4: How do I track if my CA filed everything on time?
Don’t rely on trust alone. Verify:
Monthly:
- Login to GST portal → Check if GSTR-1 and 3B filed
- Check bank for TDS payment deduction
Quarterly:
- Login to TRACES → Check TDS return status
- Review advance tax payment challans
Annually:
- Login to MCA portal → Check company master data
- Verify AOC-4, MGT-7, etc. show as filed
Ask CA for:
- Filed acknowledgments
- Monthly/quarterly compliance status report
- Calendar of upcoming deadlines
Q5: Can compliance be automated?
Partially, yes:
Automated:
- GST filing (software like ClearTax, TaxCloud)
- TDS return preparation (from accounting software)
- Bank reconciliation (bank feeds)
- Reminders and calendar (Google Calendar, compliance tools)
- Document storage (Google Drive, Dropbox)
Cannot be fully automated:
- Board meeting decisions
- Auditor queries and responses
- Strategic tax planning
- Director personal compliance (DIR-3 KYC)
- Judgment calls on accounting treatment
Best approach: Automate what you can, but maintain human oversight.
Q6: What if I receive an MCA or Income Tax notice?
Don’t ignore. Ever.
Steps:
- Read carefully: What’s being asked? Deadline?
- Inform your CA/CS immediately: Forward notice same day
- Gather documents: Whatever is requested
- Respond before deadline: Usually 7-30 days
- Keep proof: Acknowledgment of response submission
Common notices:
- Form ACTIVE (company struck off for non-filing)
- ADT-1 or AOC-4 not filed (intimation to file)
- DIN marked inactive (DIR-3 KYC not filed)
- TDS mismatch (between return and challan)
- GST notice (ITC mismatch, return not filed)
Most notices can be resolved if responded to promptly.
Q7: Do I need board meetings if I’m the only director?
Legally yes, but practically simplified.
Requirement: Minimum 4 board meetings per year, max 120-day gap
With single director:
- “Meeting” can be just you
- Still must maintain minutes
- Record decisions made
- Sign the minutes
Best practice even alone:
- Use board meetings as forcing function for quarterly business review
- Document key decisions (hiring, contracts, loans, strategy)
- Maintain proper minutes (shows governance to investors)
Q8: What happens if I conduct AGM late (after Sept 30)?
Consequences:
Company:
- Fine: ₹1,00,000 + ₹5,000 per day of delay
- Compounds quickly (60 days late = ₹1,00,000 + ₹3,00,000 = ₹4,00,000 total)
Officers in default (directors):
- Fine: ₹25,000 + ₹500 per day
Can’t file subsequent returns until AGM done and AOC-4, MGT-7 filed.
Fix:
- Conduct AGM immediately (even if late)
- Pay penalties
- File returns
- Move forward
Prevention: Conduct AGM by end of August, giving buffer for issues.
Q9: If I close my business, do I still need compliance filings?
Yes, until formally closed.
Three ways to close:
Option 1: Strike-off (STK-2)
- For defunct/dormant companies
- Application to ROC
- 3-6 months process
- Must file all pending returns before applying
Option 2: Voluntary winding up
- More formal process
- Requires liquidator
- 6-12 months
- Higher cost
Option 3: Declare dormant (MSC-1)
- If temporarily inactive but don’t want to close
- Reduced compliance
- Can reactivate later
Never: Just stop filing hoping company disappears. It won’t. You’ll accumulate penalties and face director disqualification.
Q10: How much should I budget for annual compliance costs?
Realistic budget for Private Limited Company:
Professional fees:
- CA for audit + tax: ₹30,000-75,000/year
- CS for ROC compliance: ₹20,000-50,000/year
- GST consultant (if separate): ₹15,000-35,000/year
Statutory costs:
- ROC filing fees: ₹5,000-10,000/year
- DSC renewal (every 2 years): ₹2,000-4,000
- Valuation reports (if needed): ₹20,000-50,000
Software:
- Accounting software: ₹15,000-50,000/year
- GST filing software: ₹10,000-20,000/year
Total annual budget:
- Small company (< ₹1 Cr revenue): ₹75,000-1,50,000
- Medium company (₹1-10 Cr): ₹1,50,000-3,00,000
- Larger company (> ₹10 Cr): ₹3,00,000-6,00,000+
This is investment, not expense. Good compliance prevents penalties 5-10x these amounts and enables fundraising.
Q11: Can I change my CA or CS if not satisfied?
Yes, absolutely.
Process:
- Find new professional
- Inform current professional in writing
- Request handover of all documents
- Clear any pending fees
- Ensure smooth transition (new CA/CS may need to review past work)
When to change:
- Repeated missed deadlines
- Poor communication
- Errors in filings
- Not proactive (only reactive)
- Not aligned with your business needs
Don’t change frequently though (red flag for investors), but don’t stick with poor service out of loyalty.
Q12: What’s the consequence of not maintaining proper books of accounts?
Section 128 penalties:
- Company: ₹50,000 + ₹500/day
- Every officer: ₹50,000 + ₹500/day
Plus:
- Audit qualification
- Income tax disallowance of expenses
- GST issues (can’t claim ITC without proper books)
- Investor due diligence failure
“Proper books” means:
- Regular entries (not year-end catch-up)
- Voucher support for every transaction
- Bank reconciliation
- Ledger-wise maintenance
- Accounting software use (not just Excel)
Q13: Do all 4 board meetings need to be physical?
No.
Allowed:
- Physical meetings
- Video conference (must be enabled in AOA)
- Mix of both
At least one meeting per year should be physical (best practice).
Requirements for VC meetings:
- All participants visible and audible
- Recording optional but recommended
- Minutes note it was VC
- Participants located within India (foreign participants need specific provisions)
Cannot conduct via VC: Matters requiring physical presence like signing of certain documents, approval of financial statements (debatable).
Q14: What if my director lives abroad?
Challenges:
- Board meetings may need international coordination
- DIR-3 KYC requires Indian address (can use company’s registered office with consent)
- DSC may be difficult to obtain (need to visit India or specific embassies)
- Physical signature requirements challenging
Solutions:
- Authorize physical director in India for routine matters
- Use VC for board meetings
- Plan India visits around critical filings (AGM, audit signing)
- Maintain POA (Power of Attorney) for specific matters
Foreign directors of Indian companies are increasingly common – systems exist but require extra planning.
Q15: How do I know if my company is compliant?
Monthly Self-Check:
GST (if applicable):
- GSTR-1 filed for last month
- GSTR-3B filed for last month
- 2B matched with books
TDS:
- Previous month TDS deposited
- Current quarter return on track
Accounting:
- Books closed for previous month
- Bank reconciled
Quarterly Self-Check:
ROC:
- Board meeting held (within 120 days of last)
- Minutes properly maintained
Income Tax:
- Advance tax paid (if applicable)
- TDS return filed
Annual Self-Check (Sept-Nov):
- AGM conducted (by 30th Sept)
- DIR-3 KYC filed (by 30th Sept)
- AOC-4 filed (within 30 days of AGM)
- MGT-7 filed (within 60 days of AGM)
- Corporate ITR filed (by 31st Oct)
- DPT-3 filed (by 30th June)
If all checked: You’re compliant. If gaps: Fix immediately.
Final Word:
Compliance is not about being perfect – it’s about having a system that makes perfection automatic.
Build the calendar. Follow the discipline. Review quarterly. And you’ll never again lie awake at night wondering “Did we file that form? When was it due? Oh no…”
Your business deserves better than compliance chaos. Give it the gift of systematic compliance, and watch how much mental energy gets freed up to actually build your company.
Still have questions? Contact AdvoFin Consulting for consultation.
📧 Email: info@advofinconsulting.com
📞 Phone: +91-92116-76467
🌐 Website: www.advofinconsulting.com
Disclaimer: This blog is for educational purposes only and does not constitute professional tax advice. GST laws are subject to amendments and judicial interpretations. Consult a qualified GST practitioner for specific situations.
