Compliance

ROC Compliance Checklist Every Growing Startup Needs

TORISE Advisory Team Jul 2, 2026 5 min read
ROC Compliance Checklist Every Growing Startup Needs

Incorporating your company is the easy part. The Companies Act obligations that follow — annual filings, statutory registers, board resolutions — are a year-round responsibility that catches most first-time founders off guard. Here's what actually needs to happen after day one.

Annual Filings Aren't Optional, Even If You're Pre-Revenue

Every private limited company must file AOC-4 (financial statements) and MGT-7 (annual return) with the Registrar of Companies each year, regardless of whether the business has started generating revenue. Missing these deadlines triggers additive daily penalties that can dwarf the cost of filing on time.

Statutory Registers Need to Exist From Day One

The Companies Act requires maintaining a Register of Members, Register of Directors and KMP, and a Register of Charges, among others — not as a formality, but as legally mandated records. Most startups don't set these up until an investor's due diligence team asks for them, which is the worst possible time to discover they don't exist.

Board Resolutions for Routine Decisions

Opening a bank account, appointing an auditor, issuing shares, or taking on debt — each of these requires a documented board resolution, even in a two-founder company. Skipping this step doesn't just create compliance risk; it creates real problems when a future investor or acquirer's legal team reviews your corporate history.

Director KYC and DIN Compliance

Every director must complete annual KYC (DIR-3 KYC) to keep their Director Identification Number active. A lapsed DIN doesn't just inconvenience the individual director — it can block the company's own filings until it's resolved.

The pattern across all of these: none of them are difficult individually, but they're easy to lose track of without a system. A compliance calendar and someone accountable for it — whether in-house or outsourced — is the difference between a clean cap table and a scramble during your next fundraise.

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