Event-Based Filings – Changes in Directors, Capital, Office, Auditor, Charges, etc.
Corporate law requires companies to notify the Ministry of Corporate Affairs (MCA) and the Registrar of Companies (ROC) whenever there are significant changes in their structure, management, or financial framework. These filings, known as event-based filings, include changes in directors, auditors, share capital, registered office, and charges on assets.
Unlike annual filings, event-based filings occur whenever such events take place. They are time-sensitive and must be reported within the statutory timelines to avoid penalties, fines, or even legal action. Many businesses overlook these requirements, leading to compliance gaps and unnecessary risks.
Our firm specializes in managing event-based filings with precision and timeliness. From drafting resolutions to preparing e-forms (such as DIR-12, PAS-3, MGT-14, ADT-1, CHG-1, etc.), we ensure all events are recorded with the ROC in strict compliance with the Companies Act, 2013.
By acting as compliance partners, we not only handle documentation but also provide strategic advice on how to structure corporate changes in the most efficient and legally sound manner.
Changes in Directors and Key Managerial Personnel (KMP)
Whenever a company appoints, resigns, or changes the designation of a director or KMP, filings such as DIR-12 and MGT-14 must be submitted to the ROC. We assist in drafting board and shareholder resolutions, preparing consent letters, and filing the required forms within statutory timelines.
Alteration of Share Capital
Any change in authorized or paid-up share capital, including issue of new shares, rights issue, or bonus issue, requires filings like SH-7 or PAS-3. Our team ensures proper valuation, documentation, and ROC compliance while safeguarding the company’s interests and shareholder records.
Change in Registered Office Address
Shifting a company’s registered office, whether within the same city or to another state, requires filings under INC-22 and sometimes MGT-14. We manage end-to-end compliance including drafting resolutions, publishing notices (where required), and liaising with the ROC and Regional Director.
Appointment or Resignation of Auditor
Appointment of a new auditor or resignation of an existing one requires filing of ADT-1 and sometimes ADT-3 with the ROC. We ensure all steps — from board resolutions to shareholder approvals — are carried out in compliance with the Companies Act and ICAI guidelines.
Creation, Modification, or Satisfaction of Charges
Whenever a company creates or modifies a charge (loan/security) on its assets, filings under CHG-1, CHG-4, or CHG-9 are mandatory. We help draft charge documents, coordinate with lenders, and complete filings to safeguard the legal enforceability of such charges.
Frequently Asked Questions (FAQs)
Event-based filings are statutory submissions required whenever significant changes occur in a company, such as change of directors, office address, capital structure, auditors, or charges.
Annual filings are periodic and mandatory for all companies, whereas event-based filings occur only when a specific event takes place and must be filed within prescribed timelines.
Failure to file within deadlines attracts heavy penalties, late fees (₹100 per day of delay), and in some cases, prosecution of directors.
Some key forms include DIR-12 (directors), PAS-3 (share allotments), SH-7 (capital changes), INC-22 (office changes), ADT-1 (auditors), CHG-1/CHG-4 (charges).
Corporate Compliance with MCA
CA. Dhiraj Jain
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