ROC compliance refers to the compliance requirements that companies must meet with the Registrar of Companies (ROC) in their respective jurisdictions. ROC compliance varies depending on the country or region, but typically involves maintaining accurate and up-to-date records, submitting annual filings and other documents, and complying with relevant laws and regulations.

Some common ROC compliance requirements that companies may need to adhere to include: Maintaining accurate and up-to-date registers , Filing annual returns, Holding annual general meetings (AGMs), Updating changes in company details , Complying with legal and regulatory requirements.


Annual Filings of a Company/OPC/LLP

The benefits of a private limited company, such as the ability to raise capital easily and accommodate shareholders, come at the cost of greater compliances.

The majority of small businesses do not fulfill their requirements of compliances in their opening years and they end up paying heavy penalties (up to Rs. 1 lakh per year) for failing to do so. In the worst case, such companies and their directors are even blacklisted for a short period of time.

Name change of a Company

The name of the company can be changed by the promoters after incorporation. The change in the company name will not have any impact on the corporate entity or its existence. Therefore, all the assets and liabilities of the business would continue to exist, while only the name of the company has been changed. A company can change its name in case of change of promoters, business model change or rebranding. A company can change its name after the approval of shareholders in the general meeting & by making necessary filings with the Ministry of Corporate Affairs.

If the Ministry of Corporate Affairs (MCA) accepts the application, a new certificate of incorporation (CoI) will be issued. After obtaining the incorporation certificate, changes must be made to incorporate and change the MOA and AOA of the company as well.

Amendment in AOA or MOA of a company

Companies must comply with various legal and regulatory requirements, such as tax laws, labor laws, and environmental regulations.

Adding or Removing a Director

As per Provisions of the Section 169 of the Companies Act, 2013, a Company may, by passing an Ordinary Resolution (OR) in its extra-ordinary General Meeting (GM), remove a director before the expiry of the period of their office after giving them a reasonable opportunity of being heard.

Post Incorporation Compliance

The Companies Act 2013 is a stringent act and leaves no room for any mistakes. “Ignorantia juris non excusat” means “ignorance of law is not an excuse”. This is a legal maxim which goes on to say that one cannot escape liability on the pretext of unawareness of the law. Thus the directors and shareholders will have to be aware of the legal compliance involved post-incorporation of the company.

Change in registered address of a Company

The Registered office of a company or an LLP is the principal place of business activities, where all the official communication and reminders from will be sent to the mentioned location. The registered address must always be an effective address to avoid any delays as it is important that all correspondence sent to this address is dealt with promptly.