Compliances
For One Person Company (OPC) under the Companies Act, 2013
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Sl.
No.
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Title
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Section & Rules
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Particulars of Compliances
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1.
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Disclosures by a
Director of his Interest |
184(1) & Rule 9(1)
of Companies (Meetings of Board and its Powers) Rules, 2014
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Form MBP-1
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Every director shall at the first
meeting of the Board in which he participates as a director and thereafter at the first meeting in every financial year or whenever there is any change in the disclosures already made, then at the first Board meeting held after such change, disclose his concern or interest in other entities which shall include the shareholding. |
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2.
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Disqualifi- cation of Directors
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164(2) &
143(3)
(g) & Rule 14(1) of Companies
(Appointment of Directors) Rules,
2014
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Form DIR-8
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Every director shall inform the
company concerned about his disqualification under sub-section (2) of section 164, if any, before he is appointed or re- appointed. |
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3.
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Meaning of AGM for the OPC means “Resolution passed for
the Ordinary Business entered into the Minute Book. In case of OPC, there is no need to hold AGM because there is only one Member. |
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4.
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Annual Return
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92(4) & (1) &
Rule 11(1) of
Companies (Management and Administration) Rules, 2014 |
E-form MGT-7
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OPC
shall file its Annual Return within 60 days of entry of
ordinary
resolution in Minute Book.
In Case of OPC, there is no need to
hold AGM. Annual Return of every One Person Company shall be signed by the company secretary, or where there is no company secretary, by the director of the company. |
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5.
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Financial Statement
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137 & proviso
3 to Rule 12(1) of Companies
(Accounts) Rules, 2014 |
E-form AOC-4
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One Person Company shall file a copy
of the financial statements duly adopted by its member, along with all the documents which are required to be attached to such financial statements, within 180 days from the closure of the financial year. |
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6.
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Directors’ Report
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134(4)
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Directors’ Report shall be signed by only one director, for submission to the
auditor for his report thereon. In case of OPC, the report of the Board of Directors to be attached to the financial statement under section 134 means a report containing explanations or comments by the Board on every qualification, reservation or adverse remark or disclaimer made by the auditor in his report. |
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7.
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Board Meetings
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173 (5) & SS-1
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Every One Person Company shall hold at
least one (1) meeting of the Board of Directors in each half of a calendar year and the gap between the two meetings shall not be less than 90 days. However, provisions of section 173 (5) and section 174 relating to quorum shall not apply to One Person Company in which there is only one (1) director on its Board of Directors. |
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8.
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Notice of Board
Meeting |
173 (3) & SS-1
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A meeting of the Board
shall be called by giving not less than 7 days’ notice in writing to every director at his address registered with the company and such notice shall be sent by hand delivery or by post or by electronic means. However, meeting of the Board may be called at shorter notice to transact urgent business. |
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9.
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Appointment of Auditor
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139(1) & Rule
4(2) of the Companies (Audit and
Auditors) Rules, 2014 |
E-form ADT-1
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Auditor shall be appointed for 5 years. The
company shall inform the auditor concerned of his or its appointment, and also file a notice of such appointment with the Registrar within fifteen (15) days of the meeting in which the auditor is appointed in e-Form ADT-1. |
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Notes:
l In
an OPC in which there is only one Director, Secretarial Standard- 1 will not apply.
l OPC
is not required to hold AGM so Secretarial Standard- 2 is not applicable to OPC.
l Section
98 and Section 100 to Section 111 are not applicable on One Person Company.
l No
need of preparation of Cash Flow Statement, in case of OPC. |
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