Section 92 – Annual Return filling provisions for the companies and expected ordinance amendments

The Companies Act,2013 – Section 92 compiles provisions for mandatory annual return filling by all companies registered under the Act.

Filling of annual returns by companies under this section includes annual reporting of company financials, shortcomings of the meetings held, corporate activities performed and submission of necessary compliance reports to the government. This has been made mandatory to bring transparency in compliance of the business sector and to secure the interest of all individuals and institutions associated with companies.

Section 92 of the Companies Act 2013 specifies :

  • Every company to file an annual return in MGT-7, sufficing details of the conduct of business held in the previous year.
  • The necessary particulars to be submitted filling MGT-7 including details of companies:
  • Registered office, principal place of business activities, its subsidiaries and associated companies.
  • Shares, debentures other securities and pattern of shareholding
  • Company indebtedness
  • Members, promoters, directors, key managerial personnel, debenture holders associated and changes therein.
  • Meetings held, board, committees along with attendance details
  • Remuneration paid to members, director, key personnel
  • Penalties and punishments imposed on the company, on directors, officers etc or appeals made against such penalties or punishment
  • Matters of certification of compliances and disclosures as prescribed
  • The necessary documents to be submitted while filling MGT-7 taking in the submission of :
  • List of members, shareholders and debenture holders.
  • Approval letter for extension of AGM (Annual General Meeting ) if extended.
  • Copy of MGT-8 – to be filed in cases of listed companies, companies with a share capital of Rs 10 crore or more and for companies having a turnover of Rs 50 crore or more.
  • Form AOC -4, required to file financial statements and other documents as prescribed.
  • Form AOC -4 (CFS), required to be filed for submission of consolidated financial statements if the company holds joint venture, subsidiary branches etc.
  • The filing due date of the annual return which is to be submitted within 60 days from the Annual General Meeting (AGM) held in the company, as undertaken before 30th September of the end of the following financial year. For instance, the due date for filing an annual return for FY 2017-18 is 30th November 2018.
  • The non-filling fine chargeable of provisions under MGT-7 to be a minimum of Rs 50,000 to a maximum of Rs 5,00,000 or imprisonment to be imposed on every officer of the company found in default for a period of not more than 6 months or both.

 

Proposed Amendments for Annual Return Filling in Companies (Amendment) Ordinance 2019

Here are some presumptive changes proposed for Annual filling provisions in Companies (Amendment) Ordinance 2019 :

 

Section Extant provisions Moved Ordinance provisions
Section 92 To impose a minimum fine of Rs 50,000 to a maximum of Rs 5,00,000;

Or

Imprisonment for an officer found in default for 6 months;

Or

Both

 

For non-filling of annual return.

To impose a minimum penalty of Rs 50,000

 

Further adding a penalty of Rs 100/- per day up to a maximum of Rs 5,00,000

 

For non-filling of annual return

Section 137 To impose a minimum fine of Rs 1,000/- to a maximum of Rs 1,00,000 if the company found in default

To impose a minimum fine of Rs 1,00,000 to a maximum of Rs 5,00,000 or imprisonment for 6 months for any officer in default

 

For non-filling of financial statements with Registrar

 

 

To impose a minimum penalty of Rs 1,000/- adding Rs 1,000/- per day up to a maximum of Rs 1,00,000 if a company found in default

To impose a minimum penalty of Rs 1,00,000 adding Rs 100/- per day to a maximum of Rs 5,00,000 for any officer in default

 

For non-filling of financial statements with Registrar

 

 

Section 446B 1/2 of fine imposed or imprisonment or both as specified in section 92 (5)

 

 

For default in filling of Annual return by OPC or by a small company.

1/2 ofa penalty imposed as maye be specified in section 92 (5)

 

 

For default in filling of Annual return by OPC or by a small company

 

Filing of MGT-7 as per Section 92, requires submission of numerous declarations and reports. Thus it is recommended to get the assistance of a professional filling expert online.

TaxReturnWala helps you save your overall compliance cost and simplifies your company return filling process online.

Get assistance on all company compliances by emailing us at info@taxreturnwala.com