Corporate Secretarial

Corporate Secretarial Services in India

Professional corporate secretarial services for Indian companies. From secretarial audits and compliance management to board advisory and statutory compliance, we ensure your company operates within the framework of law.

Overview

Comprehensive Corporate Secretarial Solutions

The role of a Company Secretary has evolved significantly under the Companies Act 2013. No longer limited to statutory filings and record maintenance, the Company Secretary today serves as a key governance professional advising the board on compliance matters, ensuring adherence to corporate laws, facilitating board and committee meetings, and acting as the compliance officer for the organization. For many companies, especially those without a full-time Company Secretary, outsourcing corporate secretarial functions to a professional firm is a practical and cost-effective solution.

ComplianceBridge Advisory provides comprehensive corporate secretarial services that cover the entire spectrum of company law compliance. Our team of qualified Company Secretaries brings deep expertise in the Companies Act 2013, SEBI regulations, FEMA compliance, and various other corporate laws. We serve as an extension of your governance team, ensuring that your company meets all statutory obligations while allowing you to focus on your core business operations.

Our corporate secretarial practice is built on the philosophy of preventive compliance. Rather than reacting to filing deadlines and regulatory notices, we proactively design compliance frameworks, implement tracking systems, and provide regular compliance health reports. This approach not only avoids penalties and adverse consequences but also enhances your company governance reputation with investors, lenders, and regulatory authorities.

Services at a Glance

  • Secretarial audit
  • Compliance management
  • Board meeting support
  • Statutory register maintenance
  • Regulatory filings
  • Corporate restructuring support
Core Services

Core Services

We provide a full range of corporate secretarial services tailored to meet the specific needs of your company.

Secretarial Audit

Every company must file its annual return with the ROC within 60 days from the date of the Annual General Meeting. The annual return contains details of the company's registered office, principal business activities, particulars of holding and subsidiary companies, details of shares and debentures, members and debenture holders, and changes in directors and key managerial personnel during the financial year.

  • MGT-7: For companies with paid-up capital of ₹10 crore or more or turnover of ₹50 crore or more
  • MGT-7A: For OPC and small companies (simplified form)
  • Must be filed digitally signed by a director and certified by a Company Secretary

Compliance Management

Every company must file its financial statements with the ROC within 30 days from the date of the AGM. The financial statements include the balance sheet, statement of profit and loss, cash flow statement, notes to accounts, and the auditor's report. The financial statements must be approved by the board of directors and adopted at the AGM.

  • AOC-4: For all companies other than OPC and small companies
  • AOC-4 CFS: For companies with subsidiaries (consolidated financial statements)
  • AOC-4 XBRL: For companies required to file in XBRL format

Board Meeting Support

Every individual who holds a DIN (Director Identification Number) as on March 31 of a financial year must file the DIR-3 KYC form with the MCA by September 30 of that financial year. This annual KYC requirement ensures that the MCA has up-to-date information about all directors.

  • Due date: September 30 every year
  • Penalty for late filing: ₹5,000
  • DIN gets deactivated if not filed

Statutory Register Maintenance

Companies must hold a minimum of 4 board meetings every year with a gap of not more than 120 days between two consecutive meetings. The Annual General Meeting (AGM) must be held within 6 months from the end of the financial year. Proper notice, agenda, quorum, and minutes must be maintained for all meetings.

  • Minimum 4 board meetings per year
  • AGM within 6 months of financial year end
  • Proper notice and minutes documentation
  • Quorum requirements must be met

Secretarial Audit

A secretarial audit is a comprehensive audit of compliance with the Companies Act 2013, SEBI regulations, FEMA, and other applicable corporate laws. It is mandatory for listed companies and public companies with paid-up capital of Rs 50 crore or more. The audit report is filed in Form MR-3 with the ROC.

  • Comprehensive compliance review across all applicable laws
  • Form MR-3 filing with the ROC
  • Detailed observations and recommendations
  • Follow-up on compliance gaps

Compliance Management

We provide ongoing compliance management services that ensure your company meets all statutory obligations on time. This includes compliance calendar management, deadline tracking, form preparation and filing, and regular compliance reporting to the board.

  • Customized compliance calendar with all due dates
  • Proactive deadline tracking and reminders
  • Regular compliance status reports to the board
  • Regulatory change monitoring and updates

Board Meeting Support

We provide end-to-end support for board meetings and general meetings, including agenda preparation, notice drafting, quorum verification, minutes documentation, and resolution drafting. Our team ensures that all meetings comply with the Companies Act and your company articles of association.

  • Agenda and notice preparation
  • Minutes drafting and maintenance
  • Resolution drafting and filing
  • Quorum verification and compliance

Statutory Register Maintenance

We maintain all statutory registers required under the Companies Act 2013, including register of members, directors, charges, loans, and contracts. These registers are updated in real-time as corporate events occur and are maintained in a format ready for inspection.

  • Register of Members (MGT-1)
  • Register of Directors and KMP
  • Register of Contracts (MBP-4)
  • Register of Charges and Loans
Secretarial Audit

Secretarial Audit Under Section 204

Section 204 of the Companies Act 2013 mandates secretarial audit for certain classes of companies to ensure compliance with corporate laws.

Companies Requiring Secretarial Audit

  • Every listed company
  • Public companies with paid-up capital of Rs 50 crore or more
  • Companies with outstanding loans/debentures of Rs 100 crore or more
  • Companies meeting prescribed turnover thresholds

Scope of Secretarial Audit

  • Compliance with Companies Act 2013 and rules
  • Compliance with SEBI regulations (for listed companies)
  • FEMA compliance review
  • Listing agreement compliance
  • Other applicable corporate laws
Board Advisory

Board & Governance Advisory

We work closely with boards of directors to strengthen governance practices and ensure compliance with evolving regulatory requirements.

Governance Framework

We design and implement corporate governance frameworks tailored to your company structure, ensuring board effectiveness, committee charters, and policy documentation.

Director Advisory

We advise directors on their legal obligations, fiduciary duties, and personal liability under the Companies Act 2013, helping them fulfill their responsibilities effectively.

Policy Documentation

We help draft and implement key governance policies including code of conduct, related party transaction policy, whistleblower policy, and CSR policy.

Corporate Restructuring

Restructuring & Corporate Actions

We provide advisory and execution support for various corporate restructuring activities and transactions.

Merger & Amalgamation

End-to-end support for scheme of arrangement including NCLT filing, minority protection, and post-merger compliance.

Voluntary Strike-Off

Assistance with voluntary closure of companies through Form STK-2, including settlement of liabilities and ROC filing.

Capital Restructuring

Alteration of share capital, buyback, reduction of capital, conversion of shares, and other capital restructuring advisory.

Company Type Conversion

Conversion between private and public company, OPC to private limited, or LLP to company with full compliance support.

FAQ

Frequently Asked Questions

What is a secretarial audit?

A secretarial audit is an audit to check compliance with the provisions of the Companies Act 2013, applicable rules, SEBI regulations, and other corporate laws. It is mandatory for listed companies and public companies with paid-up capital of Rs 50 crore or more. The audit is conducted by a Practicing Company Secretary and a report is filed in Form MR-3.

Who needs to conduct a secretarial audit?

Secretarial audit is mandatory for: (a) every listed company, (b) every public company with paid-up capital of Rs 50 crore or more, and (c) every company with outstanding loans/debentures of Rs 100 crore or more. Other companies may voluntarily opt for a secretarial audit as a best practice.

What services does a corporate secretary provide?

A corporate secretary provides a wide range of services including: secretarial audit, compliance management, board meeting support, statutory register maintenance, regulatory filings with ROC and MCA, corporate restructuring advisory, director appointment and cessation processing, and corporate governance advisory. They serve as the compliance officer for the company and advise the board on regulatory matters.

What is the role of a Company Secretary in corporate governance?

A Company Secretary plays a vital role in corporate governance by ensuring compliance with laws and regulations, advising the board on governance matters, facilitating board and committee meetings, maintaining statutory records, ensuring proper disclosure, and acting as a compliance officer for the company.

How often should secretarial compliance be reviewed?

Secretarial compliance should be reviewed on an ongoing basis with at least one comprehensive annual review. Regular monitoring ensures that all statutory filings are made on time, board meetings comply with Companies Act requirements, and statutory registers are up to date. ComplianceBridge Advisory recommends quarterly compliance health checks to prevent any lapses in statutory obligations.

Need Corporate Secretarial Support?

Our qualified Company Secretaries can manage your entire corporate secretarial portfolio. Contact us for a compliance assessment and tailored service proposal.

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