compliance

Being an entrepreneur, over the year you had been too busy testing and refining ideas, raising funds, getting traction and as the year-end is approaching, you’re probably thinking of getting a much-deserved break. While you have a winter vacation, to ensure that everything is on track when you come back, make sure that besides doing the “business”, you have also taken care of  regulatory requirements over the year. This will enable you to avoid any future pitfalls during fund raising sessions.

So below is a go to guide you may refer to.

A. Actions to be taken:

  1. Get profit and loss account and balance sheet (i.e. financial statements) prepared and get the same audited;
  1. Hold Annual General Meeting (AGM);***
  1. Present the audited financial statements before the AGM and get them adopted by the shareholders;
  1. Appoint an auditor in AGM;
  1. If there are retirement of directors (likely in public companies), appoint directors;
  1. Get the tax returns prepared.

B. Documents to be filed with regulatory bodies

Document to be filed Contents/particulars of filing Relevant Office Timing of filing
Schedule X (Annual Return)

(It is a standard form, available on Registrar of Joint Stock Companies and Firms (RJSC) website http://www.roc.gov.bd/site/forms/1a138a8a-7a30-4f11-adc8-a2db55a773dc/কোম্পানি/বাণিজ্য-সংগঠন)

i.               Details of share capital;

ii.              Details of Shareholders;

iii.            Details of share transfer, if any;

iv.             Particulars of the directors;

v.              Particulars of auditor;

vi.             Particulars of the Managing Director

RJSC Within 21 days of holding AGM
Form XII Particulars of directors RJSC i.               Appointment of first director: within 14 days of appointment;

ii.              Change in particulars of directors (removal or appointment/re-appointment of directors): within 14 days of such change

Form 23B

(Standard form available on RJSC website)

Notify RJSC of the appointment of auditor and auditor’s consent to the appointment RJSC Advisable to submit within 21 days of AGM (along with Schedule X), though statutory requirement is 30 days.
Balance sheet and profit and loss account with audit report Self-explanatory documents RJSC Advisable to submit within 21 days of AGM (along with Schedule X), though statutory requirement is 30 days.
Tax Return

(IT Return Form for Company. It is a standard form, available on National Board of Revenue (NBR) Website http://www.nbr.gov.bd/forms.php?lan=eng&id=2)

Return and Balance sheet and profit and loss account with audit report Relevant Tax Circle Within 15 January for July-June financial year;

 

Within 15 July for January -December financial year

***Each calendar year, every company is required to hold a general meeting (i.e. shareholders’ meeting) as its annual general meeting. There shall not be more than 15 months’ gap between the last general meeting and the present one. Besides, there shall not be more that 9 months’ gap between the financial closing and the general meeting.  However, in the case of the first annual general meeting, the company may hold it within a period of maximum 18 months from the date of its incorporation.

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