The certificate of incorporation is your starting line, not your finish line. In the first six months, a newly registered private limited company must clear a cluster of deadlines under the Companies Act, 2013, and missing them carries real financial penalties and, in one case, the risk of being struck off. This lesson walks you through the five tasks that turn a freshly registered company into a compliant, operational one, in the order you should do them.
1. Open a current account
Your first practical step is a bank account in the company's own name. A company cannot operate on a savings account under RBI norms, so you open a current account. Banks typically ask for the Certificate of Incorporation, the company PAN, the MOA and AOA, a board resolution authorising the account, KYC of the directors and authorised signatories, and proof of the registered office.
This account is not just for operations. Each subscriber named in the MOA must transfer the exact share amount they promised from their personal account into this current account. That deposit is the evidence you will need for a later major filing, so treat opening the account and funding the subscribed capital as urgent, early work.
2. Appoint the first auditor within 30 days
Under Section 139(6), the Board of Directors must appoint the company's first statutory auditor within 30 days of incorporation by passing a board resolution. That auditor holds office until the conclusion of the first Annual General Meeting.
If the Board fails to appoint within 30 days, the responsibility shifts to the members, who must appoint the auditor at an extraordinary general meeting within 90 days. Note a recent change: following the MCA amendment effective 14 July 2025, Form ADT-1 intimating the auditor's appointment is now required even for the first auditor, and it is filed within 15 days of the appointment.
3. Issue share certificates within 60 days
Under Section 56, the company must issue share certificates to its subscribers within two months (60 days) of incorporation, in the prescribed Form SH-1, signed and sealed. These certificates are the legal proof of ownership for your founders and any early shareholders.
There is a linked obligation: you must pay stamp duty within 30 days of issuing the certificates. Rates depend on state law, though the duty on issuance has been broadly standardised, so confirm the current rate applicable in your state before you pay.
4. File INC-20A within 180 days
For any company with share capital incorporated on or after 2 November 2018, the directors must file a declaration of commencement of business in Form INC-20A within 180 days of incorporation under Section 10A. The form declares that every subscriber has paid the value of the shares they agreed to take, which is exactly why funding the current account matters first. You attach proof of the capital deposit, such as a bank statement.
This is not paperwork you can defer. Until INC-20A is filed and approved, the company cannot legally commence business or exercise borrowing powers. Late filing attracts a penalty of 50,000 rupees on the company and 1,000 rupees per day on each officer in default, up to 100,000 rupees, and persistent default can trigger strike-off action by the Registrar.
5. Set up your statutory registers
Every company must maintain statutory registers from incorporation, kept at the registered office. The core ones for a typical private company include:
- Register of Members in Form MGT-1 (Section 88), updated within seven days of any change
- Register of Directors and KMP and their shareholding (Section 170)
- Register of Charges (Section 85), for any security you create over company assets
- Register of Significant Beneficial Owners (Section 90)
- Minutes books for board and general meetings (Section 118)
Putting it in order
Sequence matters. Open and fund the current account first, appoint the auditor within 30 days, issue share certificates by day 60, and file INC-20A before day 180, while keeping your registers current throughout. A simple calendar with these dates, ideally maintained with a company secretary or CA, is the cheapest insurance you can buy against avoidable penalties.