Last reviewed: 15 July 2026. The Certificate of Incorporation is the starting gun, not the finish line. A private limited company picks up a dozen statutory obligations on day one — some with 15, 30 or 180-day clocks and per-day penalties. This guide lists everything a newly registered Pvt Ltd, OPC or LLP must do in its first year, with sections, deadlines and Maharashtra-specific registrations.
Within 30 days of incorporation
| Obligation | Provision | Deadline | Notes |
|---|---|---|---|
| First board meeting | Section 173(1) | 30 days from incorporation | Approve bank account opening, registered office, auditor appointment, share certificate issue, statutory registers. |
| Appoint first auditor | Section 139(6) | Board: 30 days; else members at EGM within 90 days | The first auditor holds office till the first AGM. |
| File Form ADT-1 | Rule 4, Companies (Audit and Auditors) Rules; amended by G.S.R. 359(E) w.e.f. 14-07-2025 | 15 days from appointment | Now mandatory for first auditors too — a change many founders miss. |
| Open bank account & deposit subscription money | — | Immediately | Each subscriber must remit their subscribed capital; the bank proof backs INC-20A. |
| Registered office confirmation (INC-22) | Section 12 | 30 days | Only if incorporation used a correspondence address. |
| PTEC enrolment (Maharashtra) | Maharashtra PT Act, 1975 | 30 days | Company pays Rs 2,500 p.a.; directors may need individual PTEC. PTRC required once salaried employees are hired. |
Within 60 to 180 days
| Obligation | Provision | Deadline | Notes |
|---|---|---|---|
| Issue share certificates | Section 56(4)(a) | 2 months from incorporation | To all subscribers to the memorandum. |
| Stamp duty on share certificates | State Stamp Act (Maharashtra: 0.1% of value) | 30 days from issue | Paid online via GRAS in Maharashtra; frequently forgotten. |
| INC-20A — declaration of commencement | Section 10A | 180 days from incorporation | File only after subscription money is received. Until filed: no business, no borrowing. |
| GST registration (if triggered) | CGST Act, Sections 22/24 | On crossing threshold / trigger | Compulsory for inter-state supply and e-commerce sellers; voluntary registration helps input-credit chains. |
| Udyam (MSME) registration | MSMED Act | Recommended early | Free; unlocks 43B(h) protection as a supplier, subsidies and easier credit. |
| Shops & Establishments (Maharashtra) | MS&E Act, 2017 | 60 days (10+ workers: registration; else intimation) | Needed for many bank and payment-gateway onboardings. |
| Statutory registers & minutes | Sections 85, 88, 118 | Ongoing | Register of members, directors, charges; minutes finalised within 30 days of each meeting. |
| Accounting software with audit trail | Rule 3(1), Companies (Accounts) Rules | Day one | Audit-trail (edit log) feature is mandatory and auditors must report on it. |
Worked example — incorporated 15 July 2026
| Compliance | Due date |
|---|---|
| First board meeting | By 14 August 2026 |
| First auditor appointed | By 14 August 2026 (ADT-1 within 15 days of appointment) |
| Share certificates | By 14 September 2026 |
| INC-20A | By 11 January 2027 |
| First FY ends | 31 March 2027 |
| First AGM | By 31 December 2027 |
| AOC-4 / MGT-7A | 30 / 60 days from AGM |
| First company ITR | By 31 October 2027 |
Operational registrations — required or not?
These apply to every business form — company, OPC, LLP, firm or proprietorship. The question we hear daily: is this one compulsory for me?
| Registration | Required? | When it becomes compulsory |
|---|---|---|
| GST | Conditional | On crossing Rs 40 lakh (goods) / Rs 20 lakh (services) turnover in Maharashtra — or immediately for inter-state taxable supply, e-commerce selling or RCM liability. Voluntary earlier if B2B customers need your credit chain. |
| PTEC (Maharashtra) | Required | Within 30 days of setup — the entity itself, plus directors/partners individually where applicable. |
| PTRC (Maharashtra) | Conditional | Before the first salary run, once any employee crosses the PT slab. |
| Shops & Establishments | Required (form varies) | Registration within 60 days where 10+ persons are employed; an intimation route below that. Banks and payment gateways ask for it either way. |
| Udyam (MSME) | Optional — recommended | Free. Any entity carrying on a manufacturing or service activity qualifies; unlocks Section 43B(h) payment protection, subsidies and tender access. |
| FSSAI | Conditional | Any handling, preparation or distribution of food — including charitable distribution. Basic registration up to Rs 12 lakh turnover; state/central licence above. |
| PF / ESIC | Conditional | PF at 20 employees; ESIC at 10 — registration falls due on crossing the headcount. |
| Import Export Code (IEC) | Conditional | Before the first import or export of goods or services. |
Running a not-for-profit? A Section 8 company faces the same tests plus its own layer — 12A/80G, CSR-1, Darpan and FCRA donor rules — covered in our dedicated Section 8 first-year guide.
Recurring compliance in the first year
- Board meetings: minimum 4 per year with gap not exceeding 120 days (small companies and OPCs: 2 meetings, one per half-year — Section 173(5)).
- DIR-3 KYC for every director by 30 September — see our guide on the new triennial DIR-3 KYC rule.
- DPT-3 return of deposits/loans by 30 June each year (for FY 2025-26, extended to 31 July 2026 by General Circular 02/2026) — covered in our DPT-3 checklist.
- MSME Form 1 half-yearly (by 31 October and 30 April) if dues to MSE suppliers exceed 45 days.
- AOC-4 and MGT-7/7A after the AGM — due dates and penalties in our ROC annual filing guide.
- Statutory audit is mandatory for every company from year one, whatever the turnover.
Event-based filings founders should know
- PAS-3 within 15 days of any share allotment; DIR-12 within 30 days of director changes; SH-7 for authorised capital increase; CHG-1 within 30 days of creating a charge (e.g., bank loan).
- BEN-1/BEN-2 where a significant beneficial owner exists behind corporate shareholding.
- Demat of shares (Rule 9B): private companies other than small companies had to enable demat by 30 June 2025 — companies crossing small-company limits must set up an ISIN before further issue or transfer of securities. See our ISIN & RTA setup service.
Registered an LLP instead?
| LLP obligation | Deadline |
|---|---|
| File LLP Agreement (Form 3) | 30 days from incorporation |
| Annual Return (Form 11) | 30 May each year |
| Statement of Account & Solvency (Form 8) | 30 October each year |
| Audit | Only if turnover exceeds Rs 40 lakh or contribution exceeds Rs 25 lakh |
| Income-tax return (ITR-5) | 31 July / 31 October (audit cases) |
| Designated partner DIR-3 KYC | 30 September |
LLPs have no INC-20A, AGM or board-meeting requirements — one reason founders weigh the two structures in our entity comparison guide.
What missing a deadline costs
| Default | Consequence |
|---|---|
| INC-20A not filed | Rs 50,000 (company) + Rs 1,000/day per officer (max Rs 1 lakh); strike-off exposure |
| AOC-4 / MGT-7 late | Rs 100 per day per form, no upper cap |
| LLP Form 8 / 11 late | Rs 100 per day (small LLPs: Rs 10 per day, capped) |
| Share certificates late | Penalty on company and officers under Section 56 |
| PTEC not enrolled | Interest at 1.25% p.m. plus penalty in Maharashtra |
Already carrying a filing backlog? MCA is running a one-time amnesty — see our guide to CCFS-2026: clear pending ROC returns at 10% of additional fees before 31 August 2026.
Common first-year mistakes
- Invoicing customers before INC-20A is filed.
- Appointing the auditor verbally and skipping ADT-1 — mandatory since 14 July 2025.
- Issuing share certificates but never paying stamp duty on them.
- Assuming a NIL-activity year means no audit or annual filing.
- Ignoring PTEC because the company has no employees yet — the company itself is liable.
- Missing MSME-1 because payables ageing is not tracked supplier-wise.
Frequently asked questions
Can we raise invoices or borrow money before filing INC-20A?
No. Under Section 10A of the Companies Act, 2013, a company cannot commence business or exercise borrowing powers until the declaration of commencement (Form INC-20A) is filed, which must happen within 180 days of incorporation after subscription money is received in the bank. Default attracts a penalty of Rs 50,000 for the company, Rs 1,000 per day for officers (up to Rs 1 lakh), and exposes the company to strike-off.
Is ADT-1 mandatory for the first auditor appointment?
Yes. The Companies (Audit and Auditors) Amendment Rules, 2025 (G.S.R. 359(E), effective 14 July 2025) revised Form ADT-1 to cover first auditors appointed by the Board or members. File ADT-1 within 15 days of the appointment. Before this amendment, filing for a first auditor was treated as optional.
Our company has no transactions yet. Do we still need an audit and annual filing?
Yes. A company must appoint an auditor, get its accounts audited and file AOC-4 and MGT-7/7A every year irrespective of turnover — even for a NIL year. There is no turnover-based exemption from statutory audit for companies.
Which Maharashtra-specific registrations apply immediately after incorporation?
Enrol for PTEC (Professional Tax Enrolment Certificate) within 30 days — the company pays Rs 2,500 per year, and directors may need their own PTEC. Obtain PTRC once you have salaried employees above the PT threshold, and register or intimate under the Maharashtra Shops and Establishments Act as applicable. GST registration is needed only on crossing thresholds or on triggers like inter-state supply or e-commerce.
When are the first AGM and the first income-tax return due?
The first AGM is due within 9 months from the end of the first financial year (Section 96). A company incorporated in July 2026 with FY ending 31 March 2027 must hold its first AGM by 31 December 2027, and file its company ITR for that year by 31 October 2027 (audit report earlier).
What if we miss the 180-day INC-20A deadline?
The penalty applies (Rs 50,000 for the company, Rs 1,000 per day per officer) and the ROC can initiate strike-off believing the company is not carrying on business. The form can still be filed with additional fees, and adjudication routes exist — but act quickly and document the reasons for delay.
Somesh Chandak & Associates handles post-incorporation compliance end to end — board minutes, ADT-1, INC-20A, PTEC, registers and your full ROC calendar.
ROC Filing ServicesCompany RegistrationTalk to usThis article is for general information and education only and is not professional advice. Provisions cited are as amended up to 15 July 2026; verify current requirements for your facts before acting. Consult a Chartered Accountant for advice on your specific situation.