Company Filing (Management and Administration)
The Companies (Management and Administration) Rules, 2014 requires all companies to prepare and file an annual return at the end of each financial year. Non-filing of annual return can attract stringent penalties and fines, hence it's important for Entrepreneurs to be aware of their responsibilities and file the annual return on time. In this article, we look at all aspects of filing an annual return of a company in India.
Information Contained in Annual Return of Company
The following information is provided to the Registrar while filing the annual return of the Company:
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The registered office of the company.
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Principal business activities of the company.
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Subsidiary or Associate Companies.
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Shares, Debentures and other securities.
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Shareholding Pattern.
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Loan details.
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Promoters, Directors and Key Managerial Persons.
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Remuneration of Directors.
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Penalty of punishment imposed on the company or its Directors.
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Any disclosures that are pertinent.
Signing of Annual Return of Company
The annual return of most private limited company and one person company can be signed by a Director of the Company or a Company Secretary. In case an annual return is being filed for a company having paid-up share capital of Rs.10 crore or more and turnover of Rs.50 crore rupees or more, then the annual return must be certified by a practicing Company Secretary. The practicing Company Secretary must certify that the annual return discloses all facts correctly and adequately and that the company has complied with all the provisions of the Companies Act, 2013.
Due Date for Filing Annual Return of Company
The due date for filing the annual return of a company is within sixty days from the date on which the annual general meeting of the Company is held. Annual General Meeting of a company must be held within 9 months of closing of accounts of a company, in case of the first year of operations of a company. In the second year, the Annual General Meeting must be held within 6 months of closing of accounts of the Company.
Filing NIL Annual Return
Even if a company is not functioning and there are no transactions, annual return must be filed by the Company. However, a company may be able to apply for dormant status of company and obtain the same to reduce compliance burden.
Penalty for Not Filing Annual Return of Company
The penalty for not filing annual returns of a company is very hefty. If a company fails to file annual return, then it shall be punishable with a fine which shall not be less than Rs.50,000 but which may extend to Rs.5 lakhs and every Officer of the Company shall be punishable with a fine that is not less than Rs.50,000 which may extend to Rs.5 lakhs and imprisonment.
Further, if a Company has not filed annual return continuously for three years, then any Director of such company would be disqualified and would not be eligible for appointment as a Director of that company or any other company for a period of five years from the date on which the company failed to file annual return.