ROC Share Allotment & Secretarial Compliance
Legally finalize your investment round with MCA and RBI. SNB Consultancy handles post-fundraising secretarial compliances including PAS-3 share allotment filings, SH-7 authorized capital expansion, MGT-14 board resolutions, and RBI FCGPR filings for foreign investors.
After funds are wired into the company bank account, the Companies Act, 2013 mandates strict 60-day deadlines for share allotment and ROC filing. Failing to file Form PAS-3 within the prescribed timeframe attracts heavy penalties and invalidates the legal title of investor shares.
Our Post-Fundraising Compliance Services Include:
- Form SH-7 filing for increasing Authorized Share Capital to accommodate new equity/CCPS
- Drafting Extraordinary General Meeting (EGM) notices, explanatory statements, and MGT-14 special resolutions
- Form PAS-3 Return of Allotment filing with ROC for equity shares and Compulsorily Convertible Preference Shares (CCPS)
- Issuance of physical / demat Share Certificates (Form SH-1) and state stamp duty payment
- RBI FIRMS portal filing (Form FCGPR) for foreign direct investment (FDI) inward remittances
Post-Fundraising Secretarial Roadmap & Statutory Timelines
Once investment funds arrive, the following statutory steps must be executed sequentially under MCA and RBI guidelines:
Post-Investment ROC & RBI Compliance Steps
| Statutory Compliance Step | Form / Portal Requirement | Statutory Deadline |
|---|---|---|
| 1. Authorized Capital Increase | Form SH-7 filed on MCA portal | Within 30 days of passing EGM special resolution |
| 2. Offer Letter & EGM Approval | Form PAS-4 Private Placement Offer & Form MGT-14 | Within 30 days of passing special resolution |
| 3. Share Allotment Board Meeting | Board Resolution approving allotment of CCPS / Equity | Within 60 days of receiving investment funds |
| 4. Return of Allotment Filing | Form PAS-3 filed on MCA portal with list of allottees | Within 15 days of allotment board meeting |
| 5. Share Certificate & Stamp Duty | Form SH-1 share certificates & e-Stamping via Revenue Portal | Within 60 days of share allotment date |
| 6. Foreign Investment Reporting (FDI) | Form FCGPR submitted on RBI FIRMS Portal (Single Master Form) | Within 30 days of share allotment date |
Documents Required for Post-Fundraising Compliance
- Bank Inward Remittance Proof: Bank AD Certificate / FIRC for foreign investors or bank credit advice for domestic funds.
- Valuation Report: IBBI Registered Valuer DCF valuation report as of the allotment date.
- Executed Term Sheet & SHA: Signed Share Subscription and Shareholders Agreement.
Related services
Other Fundraising & Valuation services SNB handles.
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Commercial evaluation of term sheet clauses, liquidation preferences, anti-dilution, and Shareholders Agreement (SHA) drafting.
ViewDue Diligence Readiness
Structured diligence data room preparation covering corporate records, contracts, IP assignments, and compliance books.
ViewExecute Your Post-Fundraising ROC Filings
Partner with SNB Consultancy for PAS-3 allotment drafting, MGT-14 special resolutions, share certificate stamping, and RBI FIRMS portal compliance.
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