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Legal TalksIndia

Compliance, in plain language

Every confusing term on this site, explained like a friend would. These same explanations pop up wherever you see a on any page.

12A & 80G

12A & 80G Registrations

What it is: Income-tax registrations that make an NGO tax-exempt (12A) and let its donors claim deductions (80G).

Why it matters: Serious donors and CSR funds only give to NGOs with both.

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ADT-1

Form ADT-1

What it is: The form that informs the Registrar which Chartered Accountant is your company’s statutory auditor.

Why it matters: Every company must appoint an auditor within 30 days of incorporation — even before the first sale.

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AGM

Annual General Meeting

What it is: The yearly shareholder meeting where accounts are approved.

Why it matters: Annual filings count their deadlines from the AGM date.

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AOA

Articles of Association

What it is: The internal rulebook of your company — how directors are appointed, how shares move, how decisions are made.

Why it matters: Banks, investors and courts refer to your AOA whenever there’s a question about who can do what in the company.

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AOC-4

Form AOC-4

What it is: The annual filing of your company’s financial statements to the Registrar of Companies.

Why it matters: Mandatory every year even with zero turnover. Late fee is ₹100 per day, with no upper cap.

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Apostille

Apostille certification

What it is: An international document authentication under the Hague Convention, used for foreign documents in cross-border filings.

Why it matters: MCA requires the parent's COI, board resolution and directors' passports to be apostilled in the home country before filing an Indian Subsidiary.

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ARN

Application Reference Number

What it is: The acknowledgement number generated when your GST application is submitted.

Why it matters: It’s your tracking ID — we share it with you the moment we file.

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Authorised Capital

Authorised Capital

What it is: The maximum share capital your company is allowed to issue, set in the MOA.

Why it matters: Government incorporation fees scale with it. Most startups begin at ₹1 lakh and raise it when needed.

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BEN-2

Form BEN-2 (Significant Beneficial Owner)

What it is: MCA return declaring the ultimate human owner behind layered corporate shareholdings.

Why it matters: Anyone holding ≥10% beneficial ownership through layered entities must be declared. Skip it and the company plus the SBO both face penalties.

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Board Resolution

Board Resolution

What it is: The formal written decision of your board of directors.

Why it matters: Banks, investors and registrars demand certified resolutions for accounts, loans and key changes.

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CIN

Corporate Identification Number

What it is: The unique 21-character registration number your company receives on incorporation.

Why it matters: It’s your company’s legal identity — printed on every invoice, letterhead and filing.

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CMA Report

Credit Monitoring Arrangement Report

What it is: A bank-format financial projection report.

Why it matters: Banks require it for business loans above small limits.

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Composition Scheme

GST Composition Scheme

What it is: A simplified GST option for small businesses (turnover up to ₹1.5 crore) — flat ~1% tax, quarterly filing, but no input credit and no interstate sales.

Why it matters: Great for local traders; wrong for exporters or B2B — we advise before you opt in.

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CSR-1

Form CSR-1

What it is: MCA registration form that NGOs and Section 8 companies must file to be eligible to receive Corporate Social Responsibility (CSR) funds from corporates.

Why it matters: Mandatory since April 2021 — without CSR-1, your NGO cannot receive CSR contributions from any company, even with valid 12A/80G.

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DIN

Director Identification Number

What it is: A unique lifetime ID number issued by the government to every company director.

Why it matters: You cannot be appointed a director without one. It’s allotted automatically during incorporation.

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DIR-12

Form DIR-12

What it is: MCA filing that records appointment, resignation or change of a director.

Why it matters: Section 170 requires it within 30 days of the change. Late filing attracts ₹100/day penalty; the outgoing director also stays on MCA records until filed.

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DIR-2

Consent to Act as Director

What it is: A signed consent letter from each person agreeing to become a director.

Why it matters: Filed with incorporation papers; no consent letter, no directorship.

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DIR-3 KYC

Director KYC

What it is: An annual identity confirmation every DIN holder must complete (OTP-based after the first year).

Why it matters: Miss the 30 September deadline and the DIN is deactivated — reactivation costs ₹5,000.

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DPIIT

Department for Promotion of Industry and Internal Trade

What it is: The government department under Commerce Ministry that runs the Startup India recognition scheme.

Why it matters: DPIIT recognition unlocks 80-IAC tax holiday, angel tax exemption, fast-track patents and govt tender benefits.

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DPIN

Designated Partner Identification Number

What it is: The LLP equivalent of a DIN — a unique ID for each designated partner.

Why it matters: Mandatory for the two designated partners every LLP must have.

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DPT-3

Form DPT-3

What it is: An annual return of loans and deposits every company must file.

Why it matters: Due 30 June yearly; often forgotten and penalised.

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DSC

Digital Signature Certificate

What it is: A USB-token-based digital signature used to sign government filings electronically.

Why it matters: MCA, GST and tax portals only accept forms signed with a valid DSC. Each director typically needs one (₹1,500–2,000, valid 2 years).

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e-Way Bill

Electronic Way Bill

What it is: A digital transport document required for moving goods worth over ₹50,000.

Why it matters: Trucks get stopped and goods seized without one.

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ESI

Employees’ State Insurance

What it is: Medical insurance scheme for employees earning up to ₹21,000/month; mandatory once you have 10+ employees.

Why it matters: Registration arrives automatically with incorporation; monthly contributions start when you cross the threshold.

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FC-GPR

Foreign Currency Gross Provisional Return

What it is: The RBI return filed within 30 days of allotting shares to a foreign shareholder.

Why it matters: Mandatory under FEMA. Late filing attracts compounding penalties — ₹5,000+ per day, capped at 100% of the transaction value.

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FC-TRS

Foreign Currency Transfer of Shares

What it is: The RBI return filed when shares move between a resident and a non-resident.

Why it matters: Must be filed within 60 days of the transfer. Pricing must follow FEMA guidelines — under-valued or over-valued transfers attract penalties.

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FiLLiP

Form for Incorporation of LLP

What it is: The government’s online form for registering an LLP.

Why it matters: The LLP version of SPICe+ — it also allots DPINs to the partners.

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FLA Return

Foreign Liabilities and Assets Return

What it is: An annual RBI filing by every company with FDI or overseas investment, due 15 July.

Why it matters: Misses attract penalties under FEMA; the RBI follows up actively.

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Form 11

LLP Annual Return

What it is: The LLP’s yearly summary of partners and contributions.

Why it matters: Due 30 May every year — even for LLPs with zero business.

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Form 8

LLP Statement of Accounts

What it is: The LLP’s yearly statement of accounts and solvency filed with the Registrar.

Why it matters: Due 30 October every year. Late fee ₹100/day, no cap.

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FSSAI

Food Safety & Standards Authority of India

What it is: The food regulator. Every food business — from a cloud kitchen to a snack brand — needs an FSSAI registration or license.

Why it matters: The 14-digit FSSAI number must be printed on labels, menus and packaging. Operating without it is an offence.

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GeM

Government e-Marketplace

What it is: The government’s official portal where departments buy goods and services.

Why it matters: Registration lets you sell directly to government buyers — a large, underused market.

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GSTIN

GST Identification Number

What it is: Your 15-digit GST registration number.

Why it matters: Needed to charge GST, claim input credit, sell on Amazon/Flipkart, or trade across state lines.

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GSTR-1

GSTR-1

What it is: The monthly/quarterly return listing every sale invoice you issued.

Why it matters: Your customers’ input-credit depends on you filing it on time.

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GSTR-3B

GSTR-3B

What it is: The monthly summary return where you actually pay your GST.

Why it matters: File late and you pay interest plus late fees — this is the return that keeps you compliant month to month.

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GSTR-9

GSTR-9 Annual Return

What it is: The once-a-year consolidated GST return.

Why it matters: Mandatory if turnover crosses ₹2 crore; reconciles the whole year’s returns.

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IEC

Import Export Code

What it is: A 10-digit code from DGFT that legally allows you to import or export.

Why it matters: Customs and payment gateways require it. One-time registration, lifetime validity.

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INC-12

Form INC-12 (Section 8 licence)

What it is: The application that grants a non-profit licence to a Section 8 company.

Why it matters: Without the INC-12 licence, the entity can't be incorporated as a Section 8 — it would be a regular Pvt Ltd, ineligible for NGO benefits.

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INC-20A

Commencement of Business Declaration

What it is: A declaration filed within 180 days of incorporation confirming shareholders have deposited their share capital.

Why it matters: Skip it and the company cannot legally start business or borrow — and late filing attracts penalties up to ₹50,000 for the company.

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INC-22

Form INC-22 (Office Change)

What it is: The MCA filing that updates your company's registered office address.

Why it matters: Must be filed within 30 days of any address change. Govt letters go to the registered address — miss this filing and notices end up at the old place.

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INC-24

Form INC-24 (Name Change Approval)

What it is: Central Government approval form for changing the company name.

Why it matters: Required for any name change. The MCA reviews the new name and approves before issuing the fresh incorporation certificate.

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INC-6

Form INC-6 (Conversion)

What it is: MCA form for converting an OPC to a Private Limited Company (or a Pvt Ltd back to OPC).

Why it matters: Mandatory once an OPC crosses ₹50 lakh paid-up capital or ₹2 crore turnover. Must be filed within 6 months of crossing the threshold.

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ITC

Input Tax Credit

What it is: The GST you paid on purchases, which you can subtract from the GST you collect on sales.

Why it matters: It’s real money — good filing hygiene directly lowers your tax bill.

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ITR

Income Tax Return

What it is: Your yearly declaration of income and taxes to the Income Tax Department.

Why it matters: Mandatory above the basic limit — and banks ask for 2–3 years of ITRs for any business loan.

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ITR-7

Income Tax Return Form 7

What it is: The income tax return form used by trusts, NGOs, Section 8 companies and political parties.

Why it matters: Mandatory even for 12A/80G-exempt entities — exemption doesn't waive the filing.

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LLPIN

LLP Identification Number

What it is: The unique registration number an LLP receives on incorporation.

Why it matters: Same role as a CIN, but for LLPs.

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LUT

Letter of Undertaking

What it is: A yearly declaration that lets exporters ship goods/services without paying IGST upfront.

Why it matters: Without it, exporters must pay tax first and claim refunds later — a cash-flow killer.

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MCA

Ministry of Corporate Affairs

What it is: The ministry that governs companies and LLPs in India and runs the mca.gov.in portal.

Why it matters: Every incorporation and company filing happens on its portal.

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MGT-14

Form MGT-14

What it is: Filing of board and shareholder resolutions with the ROC within 30 days.

Why it matters: Mandatory for special resolutions (MOA/AOA changes, name change, office change beyond city, etc.). Skipping it invalidates the underlying decision.

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MGT-7

Form MGT-7 / 7A

What it is: The annual return of your company — shareholders, directors, share transfers and key changes during the year.

Why it matters: Mandatory yearly filing. Like AOC-4, late fees run ₹100/day without cap.

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MOA

Memorandum of Association

What it is: Your company’s constitution — it states the company name, registered state, business objects and capital.

Why it matters: The Registrar approves your company based on this document. Changing it later needs a formal amendment, so it must be drafted right the first time.

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NDH-1

Form NDH-1

What it is: The annual statutory compliance return for Nidhi companies.

Why it matters: Reports member count, NOF, deposits and lending — due 90 days after FY-end.

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NDH-4

Form NDH-4

What it is: The declaration that confirms Nidhi status after meeting the 200-member and ₹10 lakh NOF thresholds.

Why it matters: Must be filed within 120 days of crossing both thresholds. Without it, the company isn't formally recognised as a Nidhi and loses RBI exemption.

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Nidhi Company

Nidhi Company

What it is: A members-only deposit-and-lending company under Section 406 of the Companies Act — RBI-exempt.

Why it matters: Lets you take deposits and lend to members without an NBFC licence — but you can't deal with non-members at all.

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Nil Return

Nil GST Return

What it is: The return you must file even in months with zero sales.

Why it matters: “No business” doesn’t mean “no filing” — late fees apply to nil returns too.

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ODR

Online Dispute Resolution

What it is: Resolving consumer, business or insurance disputes online through mediation/arbitration instead of court.

Why it matters: Faster and far cheaper than litigation.

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PAN

Permanent Account Number

What it is: The 10-character tax identity of a person or company.

Why it matters: Your company gets its own PAN automatically with incorporation.

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PF

Provident Fund (EPF)

What it is: Retirement savings scheme; mandatory for establishments with 20+ employees.

Why it matters: Late deposits attract steep interest and penalties — payroll compliance is not optional at scale.

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Professional Tax

Professional Tax

What it is: A small state-level tax on salaries and professions (₹200/month typically), applicable in many states.

Why it matters: Employers must register and deduct it where applicable; rules differ by state.

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ROC

Registrar of Companies

What it is: The government office (under MCA) where companies are registered and file their annual documents.

Why it matters: “ROC compliance” = the filings that keep your company in good standing.

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Section 8

Section 8 Company

What it is: A non-profit company structure under Section 8 of the Companies Act 2013 — the strongest NGO structure for grants and CSR.

Why it matters: Corporate governance + perpetual succession + single MCA registration valid all-India, unlike trusts and societies which are state-bound.

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SH-4

Form SH-4 (Share Transfer Deed)

What it is: The legal instrument that transfers shares between two parties.

Why it matters: Stamp duty of 0.25% of consideration must be paid on the SH-4 — skip it and the deed is invalid for due diligence.

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SH-7

Form SH-7 (Capital Increase)

What it is: The MCA filing that records an increase in authorised share capital.

Why it matters: Authorised capital ceiling lives in your MOA — you can't issue shares beyond it without filing SH-7 + paying stamp duty on the increase first.

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SPICe+

SPICe+ (INC-32)

What it is: The government’s single online form that registers your company and bundles PAN, TAN, EPFO, ESIC and even GST in one go.

Why it matters: Because of SPICe+, your PAN, TAN and PF/ESI registrations arrive automatically with incorporation — no separate applications.

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Statutory Audit

Statutory Audit

What it is: The yearly audit of company accounts by an independent practising CA — mandatory for every company regardless of size.

Why it matters: No audit, no annual filing. Audit fees are always billed separately (we show the typical slab upfront).

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STK-2

Form STK-2 (Strike-off)

What it is: The MCA filing that strikes a company off the register — closing it legally.

Why it matters: Dormant companies still owe annual filings forever; STK-2 stops the meter. Govt fee ₹10,000.

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TAN

Tax Deduction Account Number

What it is: The number that lets your company deposit TDS.

Why it matters: Issued automatically with incorporation; required the day you hire or pay rent.

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TDS

Tax Deducted at Source

What it is: Tax you must cut from salary, rent, contractor and professional payments and deposit with the government, with quarterly returns.

Why it matters: Late deposit attracts interest; late returns attract ₹200/day fees.

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TM Class

Trademark Class

What it is: Trademarks are registered in 45 classes of goods/services; your brand is protected only in the classes you file.

Why it matters: Filing in the wrong class = paying for protection you don’t actually have. We run the class search first.

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TM Objection

Trademark Objection

What it is: The examiner’s formal questions about your application (similarity, descriptiveness, etc.).

Why it matters: Very common, not a rejection. A well-drafted reply usually clears it; ignoring it kills the application.

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TM Opposition

Trademark Opposition

What it is: A third party formally opposing your mark after it’s published in the journal.

Why it matters: Requires legal arguments and evidence — this is attorney territory, and we handle it with ours.

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Udyam

Udyam (MSME) Registration

What it is: The government’s free MSME registration for small businesses.

Why it matters: Unlocks cheaper trademark fees (50% off), priority loans, subsidies and protection against late payments.

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