Frequently Asked Questions

How to obtain a certified or uncertified copies of documents from ROC

Application should be made in writing and payment of the appropriate fee  effected (Rs 20 per page and Rs 100 in addition if certified by the Registrar)  

When shall a company approve its accounts?

A company shall approve its accounts at the annual meeting of the company on a date not later than 6 months after the balance sheet date of the company.

When shall the company hold the Annual Meeting?  

Every company shall hold an annual meeting  

1.   not more than once in each year  

2    not later than 6 months after the balance sheet date of the company and  

3.   not later than 15 months after the previous annual meeting or 18 months after the date of its incorporation.

When does a company have to file its annual return?  

The annual return of the company should be filed  with the Registrar within 28 days of the date of the annual meeting.

When does a private company need to appoint a qualified secretary or qualified auditor?  

When the private company has a turnover of more than Rs 10 millions.  

What are the obligation of a company towards the Registrar of Companies when a director or secretary is appointed?  

File with the Registrar within 28 of the date of appointment Form 17 and 16 (Notice of change in director + Consent and Certificate of Director) or Form 18  and Form 19(Notice of change in secretary + Consent and Certificate of Secretary) as the case may be.

What are the obligation of a company towards the Registrar of Companies when a director or secretary ceases to hold office?  

File with the Registrar within 28 days of the date of cessation  Form 17 (Notice of Change in Director) or Form 18 (Notice of Change in Secretary )as the case may be.

What are the obligation of a company towards the Registrar of Companies when the company intends to change its registered office?  

The company has to notify  the Registrar by filing Form 21 (Notice of Change in Registered Office).  However the change of registered office shall take effect on a date stated in the notice not being a date that is earlier than 7 days after the notice is registered.

What are the steps to be taken if a company incorporated before 1 December 2001 wishes to become a one person company?

The company must revoke or amend its constitution (Articles of Association) accordingly and file with the Registrar Form 12 and effect the changes in directorship and shareholdings

When there is a transfer of shares, what is the duty of the new shareholder?  

The new shareholder shall register the deed of transfer at the Registrar General's Department and afterwards file a copy of the deed of transfer with the company.  The company, when filing the annual return of the company will inform the Registrar of the said transfer.

How to remove  the name of a  solvent company from the Register of Companies?  

The applicant has to file Form 23 "Application for Removal of Company from Register" and enclose herewith all the documents required in the form.

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