Producer Company Compliances
Annual compliance of Producer company is required to be completed by 30th September of the following end of the financial year.
Name of the Company:
Every producer Company shall have word ‘Producer Company Limited’ at the end of the name.
A number of the Directors:
Every Producer Company shall have a minimum five (5) Directors and maximum Fifteen (15) Directors on the Board.
Appointment of the Directors:
The Appointment of directors shall be conducted within a period of ninety (90) days from the incorporation of the Producer Company.
Additional Directors and/or Expert Directors:
Expert directors or an additional director shall not exceed 1/5th of the total number of directors. Expert directors can be elected as a chairman but will not have any right to vote in the election of a chairman.
Share Capital and transfer of the shares of Producer Company:
The Producer Company can have only Equity Share. The Board may grant approval to the active member to transfer their share to another active member. In the event of Death, the shares shall be transferred automatically to the nominee appointed by the Member.
Alteration in Memorandum of association and Articles of Association:
Any alteration under MOA and AOA of the Company shall be in accordance with the provisions of Section 581B.
Annual General Meeting of Producer Company:
First AGM of the Company shall be held within 90 days from the date of incorporation. The Producer Company shall hold an Annual General Meeting every year and the gap between two Annual General Meeting should not exceed 15 months. The fourteen days prior notice shall be issued to call AGM. The quorum of annual general meeting is 1/4th of the total number of members.
The notice of Annual general meeting shall be accompanied by the following documents:–
(a) The agenda of the annual general meeting;
(b) The minutes of the previous General Meeting;
(c) The names of candidates for Appointment, if any, with qualifications of such candidate;
(d) The audited balance-sheet and profit and loss accounts of the Producer Company and its subsidiary, if any
Meetings of the Board :
The board shall hold four meeting in every year with the gap of not more than three months between two meetings. The notice shall be given at least 7 days before the Meeting. The quorum for the board meeting is 1/3rd of total Directors and minimum 3 Directors.
Chief Executive:
The Company should appoint Chief Executive and he should not be member of the company.
Company Secretary:
Every Producer Company, have an average annual turnover of Rs. 5 Crore or more in three consecutive financial years, shall have a whole time Company Secretary.
General Reserve and other reserves:
Every Producer Company shall maintain a general reserve every year in addition to the Reserves as may be specified in the Articles.
ANNUAL COMPLIANCES FOR PRODUCER COMPANY
Sr. No. | Form Name | Section & Rules | Particular of Compliance | |
1. | Receipt of MBP-1 | 184(1) | Form MBP- 1 | Every Director of the Company in First Meeting of the Board of Director in each Financial Year shall disclose his interest in other entities. Director is also required to submit a fresh MBP-1, whenever there is change in his interest from the earlier given MBP-1. |
2 | Receipt of DIR- 8 | 164(2) 143(3)(g) | Form DIR – 8 | Every Director of the Company in each Financial Year will file with the Company disclosure of non-disqualification. |
3 | E- Forms Filing Requirements | 581ZA | E-form: MGT-7 | Annual Return: Every Company will file its Annual Return within 60 days of holding of Annual General Meeting. Annual Return will be for the period |
Annual Form | - | - | 1st April to 31st March. | |
4 | Annual Form | 581ZA | E-form: AOC-4 | Financial Statement: Company is required to file its Balance Sheet along with Statement of Profit and Loss Account, Cash flow statement, Directors’ Report and Auditors’ Report in this form within 30 days of holding of Annual General Meeting. |
5 | Annual Form | Section 73 Rule 16 | E-form DPT-3 | Return of Deposit: Company is required to file this form every year on or before 30th June in respect of return of Deposit and Particulars not considered as Deposit as on 31st March. |
6 | Event Based Form | Section 90 | BEN-2 | Disclosure of Significant Beneficial Owner: Company shall file BEN-2 within 30 days of receipt of BEN-1 from Share holder. Note: On regular basis company have to check whether there is any SBO in company due to change in its shareholding or due to change in shareholding of body corporate members. |
7 | Annual Form | Rule 12A | DIR-3 | KYC of Directors: All the Directors of company shall file this form on or |
- | - | KYC | before 30th September every year for all the directors of the Company. | |
8 | Half Yearly Return | Section 405 | MSME-1 | Delay in Payment to MSME Vendor: Company have to file this return half yearly in respect of pending payments to MSME vendors as at end of half year.
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9 | Directors’ Report | 581ZA | Directors’Report shall be prepared by mentioning all the information required for Company under Section 134 read with relevant rules and relevant provisions of other Act. | |
10 | Circulation of Financial Statement &other relevant Dox | 581ZA | Company will send to the members of the Company approved Financial Statement, Directors’ Report and Auditors’ Report at least 14 clear days before the Annual General Meeting. | |
11 | Notice of AGM | 581ZA | The Producer Company shall in each year hold an Annual General Meeting and not more than 15 months shall elapse between the date of one Annual General Meeting to the next. A general meeting of the Producer Company shall be called by giving not less than fourteen days prior notice in writing | |
12 | Sending of Notice of AGM | 581ZA | The notice calling the annual general meeting shall be accompanied by the following documents, namely : – (a) the agenda of the annual general meeting ; (b) the minutes of the previous annual general meeting or the extraordinary general meeting ; (c) the names of candidates for election, if any, to the office of director including a statement of qualifications in respect of each candidate; (d) the audited balance-sheet and profit and loss accounts of the Producer Company and its subsidiary, if any etc. | |
13 | Board Meetings | 581V | Board shall meet at least once in every three months and at least four such meetings shall be convened in every year. Quorum:- 1/3rd of the total strength of Directors subject to a minimum – 3 | |
14 | Appointment of Auditor | 581 | E-form ADT-1 | Auditor will be appointed for 5 (Five) years and form ADT-1 will be filed for 5-year appointment within 15 days of Annual General Meeting. |