As one of the most recognized business structures, a Public Limited Company (PLC) in India must adhere to stringent compliance requirements to maintain transparency, protect stakeholders, and ensure smooth operations. These obligations are mandated under the Companies Act, 2013, and enforced by regulatory authorities such as the Ministry of Corporate Affairs (MCA) and the Securities and Exchange Board of India (SEBI).
Key Compliance Requirements for Public Limited Companies
Incorporation Compliance
Every public limited company must comply with incorporation formalities, including obtaining a Certificate of Incorporation from the Registrar of Companies (ROC). The Memorandum of Association (MoA) and Articles of Association (AoA) must outline the company's objectives and operational framework.
Minimum Requirements
Shareholders: A minimum of seven shareholders.
Directors: At least three directors, with one resident in India.
Capital: A minimum paid-up capital, as per regulatory norms.
Board Meetings and Annual General Meeting (AGM)
A minimum of four board meetings must be conducted annually, with proper notice and documentation.
An AGM must be held within six months of the end of the financial year to present financial statements, appoint auditors, and address shareholder queries.
Statutory Registers and Records
The company must maintain statutory registers, including the Register of Members, Directors, Charges, and Debentures. These records must be kept updated and accessible.
Filing with the Registrar of Companies (ROC)
Public limited companies must file several statutory forms annually:
Annual Return (Form MGT-7): Provides a summary of the company’s operations, filed within 60 days of the AGM.
Financial Statements (Form AOC-4): Includes audited financials, filed within 30 days of the AGM.
Compliance with SEBI Regulations
Listed public companies must comply with SEBI’s Listing Obligations and Disclosure Requirements (LODR), ensuring timely disclosures of financial results, shareholding patterns, and material events.
Tax Compliance
Timely payment and filing of corporate taxes, GST, and TDS are mandatory.
Companies must file income tax returns annually and comply with tax audit requirements under the Income Tax Act.
Audit Requirements
Statutory Audit: Conducted by an independent auditor to ensure accurate financial reporting.
Internal Audit: Ensures operational efficiency and regulatory compliance.
Secretarial Audit: Applicable to listed companies and large unlisted public companies.
CSR Compliance
Companies meeting specific thresholds for turnover, net worth, or profits must allocate 2% of their average net profits to Corporate Social Responsibility (CSR) activities, as outlined in Section 135 of the Companies Act.
Other Key Compliances
Timely reporting of any changes in the board of directors or shareholding structure.
Compliance with labor laws, environmental regulations, and industry-specific guidelines.
Penalties for Non-Compliance
Failure to meet compliance obligations can result in hefty penalties, legal action, or even the disqualification of directors. Regulatory authorities may levy fines, suspend operations, or revoke the company’s registration for serious violations.
Conclusion
Compliance is the backbone of a public limited company’s credibility and operational success. By adhering to statutory requirements and fostering transparency, public limited companies contribute to corporate governance standards and stakeholder confidence. Staying updated with regulatory changes and investing in compliance management systems is essential for long-term sustainability in a dynamic business environment.