Companies Act, 2013

Threshold Chart of Companies Act and LLP Act

Khushboo Sharma Khushboo Sharma
Khushboo Sharma

Published on: Apr 17, 2024

Aakanksha Singhal
Aakanksha Singhal

Updated on: May 8, 2024

(11 Rating)
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Navigating the intricate landscape of corporate regulations can be daunting for businesses of all sizes. The Companies Act, 2013 and Limited Liability Partnership Act, 2008 serves as a guiding beacon for governance and compliances, outlining various thresholds and requirements that Companies/LLP’s must adhere to and delineating the boundaries and obligations for businesses across various domain. Within its provisions lie crucial thresholds, serving as pivotal markers for adherence to regulatory standards.

To aid this journey, we present the threshold Chart for The Companies Act and LLP Act, which would cater as a comprehensive reference to embark on a journey towards corporate governance excellence and regulatory compliance. This is designed to simplify the understanding and applicability of complex provisions into unambiguous, actionable insights and ensure business management and organizational governance.

S.No. Act Name Section/ Rules Particulars Applicability Threshold Limit (Public Company) Threshold Limit (Private Company) Threshold Limit (Listed Company) Exemption
Paid-Up Capital Turnover Net Worth Net Profit Others Paid-Up Capital Turnover Net Worth Net Profit Others Paid-Up Capital Turnover Net Worth Net Profit Others
1 Companies Act, 2013 Section 23(1)(b), 23(2), 42 read with Rule 14 Private Placement of Securities
  1. Public Company
  2. Private Company
  3. Listed Company
Invitation or offer not to be made to persons more than 200 in aggregate in a FY Invitation or offer not to be made to persons more than 200 in aggregate in a FY Invitation or offer not to be made to persons more than 200 in aggregate in a FY (SEBI Regulations to be considered)
  1. NBFCs registered with RBI and
  2. HFCs registered with NHB
2 Companies Act, 2013 Section 73(1), 76(1) Acceptance of Deposits from Public Public Company Not less than 500 Crores Not less than 100 Crores NA NA NA NA NA NA NA NA NA NA
  1. Banking Company
  2. NBFC
  3. Such other Company as CG may specify
3 Companies Act, 2013 Section 90(5) read with Rule 2A(2) Notice for Seeking Information on SBO
  1. Public Company
  2. Private Company
  3. Listed Company
Information is sought from members who holds not less than 10% of Reporting Company’s:
  1. shares, or
  2. voting rights, or
  3. right to receive or participate in dividend or any other distribution payable in a FY.
Information is sought from members who holds not less than 10% of Reporting Company’s:
  1. shares, or
  2. voting rights, or
  3. right to receive or participate in dividend or any other distribution payable in a FY.
Information is sought from members who holds not less than 10% of Reporting Company’s:
  1. shares, or
  2. voting rights, or
  3. right to receive or participate in dividend or any other distribution payable in a FY. (SEBI Regulations to be considered)
Government Company
4 Companies Act, 2013 Section 92(2) read with Rule 11(2) Certification of Annual Return by Company Secretary in Practice
  1. Public Company
  2. Private Company
  3. Listed Company
10 crores or more 50 crores or more 10 crores or more 50 crores or more No Limit Specified No Limit Specified No Limit Specified No Limit Specified Yes (Applicable) NA
5 Companies Act, 2013 Section 96 First AGM
  1. Public Company
  2. Private Company
  3. Listed Company
Within 9 months from the closure of first FY Within 9 months from the closure of first FY Within 9 months from the closure of first FY
(SEBI Regulations to be considered)
OPC
6 Companies Act, 2013 Section 96 Subsequent AGM
  1. Public Company
  2. Private Company
  3. Listed Company
Within 6 months from the closure of the FY (Gap between 2 AGM should not exceed 15 months) Within 6 months from the closure of the FY (Gap between 2 AGM should not exceed 15 months) Within 6 months from the closure of the FY (Gap between 2 AGM should not exceed 15 months)
(SEBI Regulations to be considered)
OPC
7 Companies Act, 2013 Section 108 read with Rule 20 Facility for Exercising Right to Vote by Electronic Means
  1. Public Company
  2. Private Company
  3. Listed Company
Company having not less than 1000 members Company having not less than 1000 members Company which has:
  1. listed its equity shares on a recognised stock exchange and
  2. not less than 1000 members.
(SEBI Regulations to be considered)
  1. Nidhi Company
  2. Enterprise or Institutional Investor referred to in Chapter XB or Chapter XC of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009
8 Companies Act, 2013 Section 121 read with Rule 31 Report on Annual General Meeting Listed Public Company NA NA NA NA NA NA NA NA NA NA No Limit Specified No Limit Specified No Limit Specified No Limit Specified Yes (Applicable) NA
9 Companies Act, 2013 Section 134(3)(p) read with Rule 8(4) Formal Annual Evaluation
  1. Public Company
  2. Listed Company
25 Crores or more NA NA NA NA NA No Limit Specified No Limit Specified No Limit Specified No Limit Specified Yes (Applicable) For Government Company and IFSC Companies Section 134 is applicable with modification
10 Companies Act, 2013 Section 135(1) Constitution of CSR Committee
  1. Public Company
  2. Private Company
  3. Listed Company
1000 crores or more 500 crores or more 5 crores or more 1000 crores or more 500 crores or more 5 crores or more 1000 crores or more 500 crores or more 5 crores or more IFSC Companies are exempted from CSR provisions for 5 years from commencement of business
11 Companies Act, 2013 Section 135(1) Meeting of CSR Committee
  1. Public Company
  2. Private Company
  3. Listed Company
Need Based Need Based Need based
(SEBI Regulations to be considered)
IFSC Companies are exempted from CSR provisions for 5 years from commencement of business
12 Companies Act, 2013 Section 135(5) Expenditure on CSR Activities
  1. Public Company
  2. Private Company
  3. Listed Company
2% of average NP made during 3 preceeding FY (Since incorporation in case 3 years not completed) 2% of average NP made during 3 preceeding FY (Since incorporation in case 3 years not completed) 2% of average NP made during 3 preceeding FY (Since incorporation in case 3 years not completed) IFSC Companies are exempted from CSR provisions for 5 years from commencement of business
13 Companies Act, 2013 135 and Rule 8(3)(a) Undertaking Impact Assessment through Independent Agency
  1. Public Company
  2. Private Company
  3. Listed Company
If CSR obligation is 10 crores or more in 3 immediately preceding FY (For CSR Projects having outlays of 1 crore or more and which are completed 1 year prior to such study) If CSR obligation is 10 crores or more in 3 immediately preceding FY (For CSR Projects having outlays of 1 crore or more and which are completed 1 year prior to such study) If CSR obligation is 10 crores or more in 3 immediately preceding FY (For CSR Projects having outlays of 1 crore or more and which are completed 1 year prior to such study) IFSC Companies are exempted from CSR provisions for 5 years from commencement of business
14 Companies Act, 2013 Section 137 read with Rule 3 XBRL Applicability
  1. Public Company
  2. Private Company
  3. Listed Company
5 Crores or above 100 Crores or above Companies preparing Financial Statements as per Indian Accounting Standards Rules 5 Crores or above 100 Crores or above Companies preparing Financial Statements as per Indian Accounting Standards Rules No Limit Specified No Limit Specified No Limit Specified No Limit Specified Yes (Applicable)
  1. Banking Company
  2. Insurance Company
  3. NBFCs
  4. HFCs
15 Companies Act, 2013 Section 138 read with Rule 13 Appointment of Internal Auditor
  1. Public Company
  2. Private Company
  3. Listed Company
50 Crores or more 200 Crores or more Unlisted Public Company having:
  1. Outstanding loans or borrowings from banks or PFIs exceeding 100 Crores or more
  2. Outstanding Deposits of 25 Crores or more.
200 Crores or more Outstanding loans or borrowings from banks or PFIs exceeding 100 Crores or more No Limit Specified No Limit Specified No Limit Specified No Limit Specified Yes (Applicable) For IFSC Companies Section 138 shall apply if its articles provides so
16 Companies Act, 2013 Section 139 read with Rule 5 Appointment of Auditors (Term- wise)
  1. Public Company
  2. Private Company
  3. Listed Company
10 Crore or more All Companies having public borrowings from banks, PFIs or public deposits of 50 Crore or more 50 Crore or more All Companies having public borrowings from banks, PFIs or public deposits of 50 Crore or more All Companies having public borrowings from banks, PFIs or public deposits of 50 Crore or more
(SEBI Regulations to be considered)
  1. Small Company
  2. OPC
  3. For IFSC Companie section 139 is applicable with modifications
17 Companies Act, 2013 Section 143 read with CARO, 2020 Auditor’s Report
  1. Public Company
  2. Private Company
  3. Listed Company
Additional matters as specified in CARO, 2020 to be included in Auditor’s Report Additional matters as specified in CARO, 2020 to be included in Auditor’s Report Additional matters as specified in CARO, 2020 to be included in Auditor’s Report
  1. Banking Company
  2. Insurance Company
  3. Section 8 Company
  4. OPC
  5. Small Company
  6. Private Limited which:
    • is not a subsidiary or holding of public company
    • has PUC, reserve and surplus not exceeding 1 Crore
    • does not have total borrowings exceeding 1 Crore from any bank or PFIs
    • does not have total revenue as disclosed in Scheduled III exceeding 10 Crores as per financial statements.
18 Companies Act, 2013 Section 148 read with Rule 3 Applicability of Cost Records
  1. Public Company
  2. Private Company
  3. Listed Company
35 crores or more 35 crores or more 35 crores or more MSME
19 Companies Act, 2013 Section 148 read with Rule 4 Applicability of Cost Audit
  1. Public Company
  2. Private Company
  3. Listed Company
  1. Overall annual TO is 50 crores or more, in immediately preceeding FY and aggregate TO is 25 crores or more (Regulated Sectors)
  2. Overall annual TO is 100 crores or more, in immediately preceeding FY and aggregate TO is 35 crores or more (Non-Regulated Sectors)
  1. Overall annual TO is 50 crores or more, in immediately preceeding FY and aggregate TO is 25 crores or more (Regulated Sectors)
  2. Overall annual TO is 100 crores or more, in immediately preceeding FY and aggregate TO is 35 crores or more (Non-Regulated Sectors)
  1. Overall annual TO is 50 crores or more, in immediately preceeding FY and aggregate TO is 25 crores or more (Regulated Sectors)
  2. Overall annual TO is 100 crores or more, in immediately preceeding FY and aggregate TO is 35 crores or more (Non-Regulated Sectors)
    (SEBI Regulations to be considered)
Company having TO- 35 crores or more and:
  1. whose revenue from exports, in foreign exchange, exceeds 75% of its total revenue or
  2. which is operating from a SEZ
  3. which is engaged in generation of electricity for captive consumption through Captive Generating PIant.
20 Companies Act, 2013 Section 149 read with Rule 3 Women Director
  1. Listed Company
  2. Public Company
100 Crores or more 300 Crores or more NA NA NA NA NA No Limit Specified No Limit Specified No Limit Specified No Limit Specified Yes (Applicable) NA
21 Companies Act, 2013 Section 149 read with Rule 4 Independent Director
  1. Listed Company
  2. Public Company
10 Crores or more 100 Crores or more Outstanding loans, debentures and deposits, exceeding 50 Crores NA NA NA NA NA No Limit Specified No Limit Specified No Limit Specified No Limit Specified Yes (Applicable) For Section 8 Company, Government Company and IFSC Companies, section 149 is applicable with modifications
22 Companies Act, 2013 Section 151 read with Rule 7 Appointment of Small Shareholder’s Director Listed Company NA NA NA NA NA NA NA NA NA NA Upon notice of not less than 1000 small shareholders or 1/10th of the total number of such shareholders, whichever is lower NA
23 Companies Act, 2013 Section 173 First Board Meeting
  1. Public Company
  2. Private Company
  3. Listed Company
Within 30 days from the date of incorporation Within 30 days from the date of incorporation Within 30 days from the date of incorporation
(SEBI Regulations to be considered)
For Section 8 Company, and IFSC Companies, section 173 is applicable with modifications
24 Companies Act, 2013 Section 177 read with Rule 6 Constitution of Audit Committee
  1. Public Company
  2. Listed Company
10 Crores or more 100 Crores or more Outstanding loans, debentures and deposits, exceeding 50 Crores NA NA NA NA NA No Limit Specified No Limit Specified No Limit Specified No Limit Specified Yes (Applicable For Section 8 Company, Government Company and IFSC Companies, section 177 is applicable with modifications
25 Companies Act, 2013 Section 177 read with Regulation 18 (LODR) Audit Committee Meeting
  1. Listed Company
  2. Public Company
4 times in a year (Gap of not more than 120 days between 2 meetings) NA NA NA NA NA 4 times in a year (Gap of not more than 120 days between 2 meetings)
(SEBI Regulations to be considered)
For Section 8 Company, Government Company and IFSC Companies, section 177 is applicable with modifications
26 Companies Act, 2013 Section 177 read with Rule 7 Vigil Mechanism Policy
  1. Public Company
  2. Private Company
  3. Listed Company
Companies:
  1. accepting deposits from public
  2. Borrowing money from banks and PFIs exceeding 50 crores
Companies:
  1. accepting deposits from public
  2. Borrowing money from banks and PFIs exceeding 50 crores
No Limit Specified No Limit Specified No Limit Specified No Limit Specified Yes (Applicable) For Section 8 Company, Government Company and IFSC Companies, section 177 is applicable with modifications
27 Companies Act, 2013 Section 178(1) read with Rule 6 Constitution of Nomination and Remuneration Committee
  1. Public Company
  2. Listed Company
10 Crores or more 100 Crores or more Outstanding loans, debentures and deposits, exceeding 50 Crores NA NA NA NA NA No Limit Specified No Limit Specified No Limit Specified No Limit Specified Yes (Applicable) For Section 8 Company, Government Company and IFSC Companies, section 178 is applicable with modifications
28 Companies Act, 2013 Section 178 read with Regulation 19 (LODR) Nomination and Remuneration Committee Meeting
  1. Public Company
  2. Listed Company
Atleast once in a year NA NA NA NA NA Atleast once in a year
(SEBI Regulations to be Considered)
For Section 8 Company, Government Company and IFSC Companies, section 178 is applicable with modifications
29 Companies Act, 2013 Section 178(5) and Rule 7 Constitution of Stakeholders Relationship Committee
  1. Public Company
  2. Private Company
  3. Listed Company
Company having more than 1000 shareholders, debenture-holders, deposit-holders and any other security holders Company having more than 1000 shareholders, debenture-holders, deposit-holders and any other security holders Company having more than 1000 shareholders, debenture-holders, deposit-holders and any other security holders For Section 8 Company, Government Company and IFSC Companies, section 178 is applicable with modifications
30 Companies Act, 2013 Section 178 read with Regulation 20 (LODR) Stakeholders Relationship Committee Meeting
  1. Public Company
  2. Private Company
  3. Listed Company
Atleast once in a year Atleast once in a year Atleast once in a year For Section 8 Company, Government Company and IFSC Companies, section 178 is applicable with modifications
31 Companies Act, 2013 Section 203 read with Rule 8 Appointment of KMP
  1. Public Company
  2. Listed Company
10 Crores or more NA NA NA NA NA No Limit Specified No Limit Specified No Limit Specified No Limit Specified Yes (Applicable) For Government Company Section 203 is applicable with modification
32 Companies Act, 2013 Section 203 (Proviso 2) Appointment of an Individual as Chairperson and MD or CEO at same time Public Company 100 crores or more 1000 crores or more Public Company which are engaged in multiple businesses and have appointed CEO for each such business NA NA NA NA NA NA NA NA NA NA For Government Company Section 203 is applicable with modification
33 Companies Act, 2013 Section 203 read with Rule 8A Appointment of Company Secretary Private Company NA NA NA NA NA 10 crores or more NA NA NA NA NA NA NA NA NA For Government Company Section 203 is applicable with modification
34 Companies Act, 2013 Section 204 read with Rule 9 Secretarial Audit
  1. Public Company
  2. Private Company
  3. Listed Company
50 Crores or more 250 Crores or more Companies having outstanding loans, debentures and deposits, from banks and PFIs exceeding 100 Crores or more Companies having outstanding loans, debentures and deposits, from banks and PFIs exceeding 100 Crores or more No Limit Specified No Limit Specified No Limit Specified No Limit Specified Yes (Applicable) NA
35 Limited Liability Partnership Act, 2008 Section 2(1)(ta) Small LLP Specified Class of LLP LLP whose:
  1. contribution does not exceed 5 crores
  2. TO does not exceed 50 crores
  3. such other requirements as prescribed
NA
36 Limited Liability Partnership Act, 2008 Section 35 read with Rule 25(2) Certificate from DP for authenticity of Annual Return Specified Class of LLP LLP whose:
  1. contribution upto 50 lakhs
  2. TO upto 5 crores
NA

Abbreviations Used:

Abbreviation Full Form
OPC One Person Company
NBFC Non-Banking Financial Company
HFC Housing & Finance Company
CG Central Government
FY Financial Year
AGM Annual General Meeting
KMP Key Managerial Personnel
SBO Significant Beneficial Ownership
CARO Companies (Auditor’s Report) Order, 2020
OPC One Person Company
OPC One Person Company
OPC One Person Company
OPC One Person Company

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