Listed Companies Compliance
A "Listed Company" is the public limited company which has any of its securities duly listed on any recognized Stock Exchange. Hence, the annual and periodic compliances to be made by a listed company of India fall under both the Companies Act of 2013 and the SEBI (LODR) Regulations of 2015. Again, the listed companies compliances may also related to other concerned legal Acts and Statutes mentioned below. This particular webpage offers exclusive information about the annual and periodic compliances for listed company under companies act-2013, to helps all listed companies active in India.
In general, the periodic and annual compliances to be made by a listed public limited company located anywhere in India, are related with the following broad categories of particulars
- Compliances with the concerned ROC
- Tax related compliances with Tax Departments
- Compliances related with Internal and External company Management and Governance
- Compliances under the Listing Regulations 2015 of SEBI and Secretarial Standards I & II
- Compliances under all concerned legal Acts and Statutes, such as the Labor and Employment Law, Corporate and Commercial Laws, Pollution Control Act, etc.
- And, various Event-based Compliances
The section below, deals separately with specific compliances by the listed companies in India. Now here, some relevant pieces of information over the prescribed provisions related with compliances, introduced by the Companies Act of 2013 and applicable from the financial year 2014-15 onwards, are being provided for informational help. In this connection, the following are the major changes or refinements related with compliances by Indian companies, including the listed companies:
- The Annual Return is now filed in Form MGT-7, which is embellished with the provisions of certification and signing.
- Now, the Directors' Report covers more things, including the Dates of Board Meetings in the concerned financial year, the Number of Board Meetings attended by the Directors, Disclosure of Sexual Harassment Act, etc.
- The Annual Financial Reports now cover the following --- Balance Sheet and Statement of Profit & Loss Account; Cash Flow Statement (Excepting the Small Companies and OPC); and Consolidated Financial Statement. Every Listed Company is required to prepare its Financial Statement in Extensible Business Reporting system (XBRL).
- And, now from 1st July 2015 onwards, every meeting shall be conducted strictly according to the provisions and rules given in the Companies Act of 2013 and the Secretarial Standards.
Compliances For Listed Company Under Companies Act - 2013
The annual and periodic compliances by listed companies in India are the following in general, relating with the given particulars:
- Form MBP- 1
- Form DIR – 8
- Annual Return in Form MGT-7
- Financial Statement in Form AOC-4
- Adoption of Financials and Director Report in Form MGT-14
- Certification of Annual Return in Form MGT-8
- Report on AGM in Form MGT-15
- Appointment of Secretarial Auditor MGT-14
- Appointment of Cost Auditor CRA- 2
- Appointment of Auditor in Form ADT-1
- Appointments of Independent Director/Woman Director in Form DIR- 12
- Directors' Report as per Section 134
- And, many other annual and periodic compliances as per the provisions of the Companies Act of 2013, the Secretarial Standards I & II, and the rules given in the Companies (Management and Administration) Rules of 2014, and the Companies (Accounts) Rules, 2014.
- Income Tax and GST related Compliances
- CSR related Compliances
- Compliances related with the SEBI (LODR) Regulations of 2015
- Compliances related with the concerned regulatory laws and Statutes
- And, specific Event-based Compliances
Various periodic compliances to be made by a listed public limited company under the SEBI (LODR) Regulations of 2015, relate mainly with the following ---- Compliance Certificate as per Regulation 7(3) to Stock Exchanges in every six months; Statements related with Investors' Complaints for every quarter, as per Regulation 13(3); Compliance Reports on Corporate Governance for every quarter, as per Regulation 27(2); Reports on Shareholding Pattern as per Regulation 31, Biannually or Quarterly; Standalone Quarterly and Yearly Financial Results to the stock exchanges, as per Regulation 33; Annual Reports to the stock exchange, as per Regulation 34; Share Transfer Certificates Biannually (Six monthly), as per Regulation 40(9); All Material Information (enumerated in the Schedule III of the SEBI's Listing Regulations of 2015) about the listed company to the stock exchange; and other reports and compliances stipulated in the Listing Regulations.
Lastly, it must also be noted that the provisions of the new Companies Act of 2013 dictate the listed companies and other public limited companies to file also a Secretarial Audit Report along with the Board Report in Form MR-3, if (a) Their individual total paid-up capital equals or exceeds Rs. 50 Crore; Or (b) Their respective annual turnover equals or crosses Rs. 250 Crore.