Post-incorporation requirements by company type
SECP's own matrix of what a company must do right after incorporation and every year, split by type and paid-up capital, with the form and deadline for each.
Who it applies to
Every company. Duties grow with paid-up capital: up to Rs 1 million, Rs 1–10 million and above Rs 10 million.
Who must do what
✓ required · – not required. PUC = paid-up capital in rupees.
| Requirement | SMC ≤1M | SMC 1–10M | SMC >10M | Pvt ≤1M | Pvt 1–10M | Pvt >10M | Public |
|---|---|---|---|---|---|---|---|
| Intimate registered office (Form-21, 30 days) if not given | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ |
| Appoint first auditor (within 90 days; Form-9 in 15 days) | – | ✓ | ✓ | – | ✓ | ✓ | ✓ |
| Appoint legal adviser (paid-up above Rs 7.5 million) | – | ✓ | ✓ | – | ✓ | ✓ | ✓ |
| Appoint company secretary | – | – | – | – | – | – | ✓ |
| Commencement of business (Form-22) | – | – | – | – | – | – | ✓ |
| Statutory meeting and report (Form-25) | – | – | – | – | – | – | ✓ |
| First and annual general meetings (AGM) | – | – | – | ✓ | ✓ | ✓ | ✓ |
| Annual UBO return (Form-19) | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ |
| Global beneficial ownership return (Form-11), if foreign interest | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ |
| File audited financial statements | – | – | ✓ | – | – | ✓ | ✓ |
| Election of directors / appoint CEO (every 3 years) | – | – | – | ✓ | ✓ | ✓ | ✓ |
| Quarterly accounts (listed only) | – | – | – | – | – | – | ✓ |
Forms and deadlines
| Item | Detail | Law |
|---|---|---|
| Annual return | Form-A within 30 days of the AGM (SMCs: within 30 days of calendar year end). SMCs file it for the first year and then only when particulars change; private companies with no change need not file (above Rs 3 million paid-up: Form-24 instead) | s.130 |
| AGM | First within 16 months of incorporation; then every calendar year within 120 days of the financial year end | s.132 |
| Directors' election | At the first AGM and then every 3 years; Form-9 within 15 days | s.159 |
| Auditor | First auditor within 90 days. Paid-up up to Rs 3 million: practising ICMA or CA member; above Rs 3 million: practising CA. Form-9 within 15 days with consent | s.246, s.223, reg 50 |
| Financial statements | Private and SMC above Rs 10 million: within 15 days of AGM (SMC: within 30 days of calendar year). Listed: within 30 days of AGM | s.223(7), s.233 |
| UBO | Form-19 with the annual return, or within 30 days of calendar year end where no return is due | s.123A, reg 48 |
| Quarterly accounts (listed) | Within 30 days of quarters 1 and 3; within 60 days of quarter 2 (auditor-reviewed) | s.237 |
How it works in practice
Companies with paid-up capital up to Rs 1 million (SMC or private) are exempt from appointing an auditor, legal adviser and company secretary and from audit and filing of financial statements. SMCs also do not hold AGMs. Once paid-up capital crosses Rs 1 million, an auditor is needed; above Rs 7.5 million, a legal adviser; above Rs 10 million, filing of audited accounts.
Points to watch
- Missing Form-A, Form-19 or audited accounts leads to penalties and can block other SECP filings.
- Keep statutory registers (members, directors, beneficial owners, charges) up to date at the registered office.