File Your ROC Returns Before You Get Notice from MCA. Recently Ministry of Corporate Affairs (MCA) is inquiring by sending notices to companies, as to  whether a company is still continuing its business operation or not.  MCA  is sending these notices to those companies which-

(i) have not started their operations within 1 year from the date of Incorporation

(ii) have not filed balance sheet, profit and loss account and other necessary documents with Registrar of Companies (ROC) for more than 1 year.

What is the requirement of filing documents with the ROC ?

After the company is registered, promoters need to follow up certain provisions of Company Law every year to keep themselves alive or operational in the eyes of the Registrar of Companies.  Directors of  these companies might not know that filing documents with ROC is a mandatory provision for the company. Otherwise, companies will get enquiry letters from the ROC regarding whether those companies are still continuing their business activities or not, and also would be entitled to stringent financial penalties.  Please find below the method of calculating the penalty:

In case of delay the additional fees will be as under:-

Period of Delay	Fixed rate of additional fee
Upto 30 days	Two times of normal fee
More than 30 days and up to 60 days	Four times of normal fee
More than 60 days and up to 90 days	Six times of normal filing fee
More than 90 days	Nine times of normal filing fees

 

Note: The maximum amount of fees payable would be 10 times of normal fees.

Every company should file the below mentioned documents with ROC for Annual Return every year-

S. No.	Document	e-Form
1	Balance-Sheet	Form 23AC to be filed by all Companies
2	Profit & Loss Account	Form 23ACA to be filed by all Companies
3	Annual Return	Form 20B to be filed by Companies having share capital
4	Annual Return	Form 21A to be filed by companies without share capital
5	Compliance Certificate	Form 66 to be filed by Companies having paid up capital of Rs.10 lakh to Rs. 5 crore

The companies also need to file the information related to other changes or compliances with ROC, such as-

• Form 2 (Return of allotment)
• Form 3 (Particulars of contract relating to shares allotted as fully or partly paid-up otherwise than in cash)
• Form 4 (Statement of amount or rate percent of the commission payable in respect of shares or debentures and the number of shares or debentures for which persons have agreed for a commission to subscribe for absolutely or conditionally)
• Form 4C (Return in respect of buy Back of Shares)
• Form 22 (Statutory Report)
• Form 23 (Registration of resolution(s) and agreement(s)
• Form 23B (Information by Auditor to Registrar)
• Form 25C(Return of appointment of managing director or whole time director or manager)
• Form 62(Form for submission of documents with Registrar of Companies)
• Form DD-B (Report by a public company)
• Form 1(Statement of amounts credited to investor education and protection fund)

Please note that even is the company has not started its business operation still it needs to file ROC returns : Thus, if your company has defaulted in filing of these ROC returns, you should look to file those ASAP, otherwise, you may the next one to receive such notice.

What will happen, if you do not take action with respect to the notice received from the ROC? 

If ROC has reason to believe that the Company is not functioning he will send a letter of enquiry to enquire whether the Company is in operation or not. If within 1 month after sending letter of enquiry no reply is received from the Company, then the Registrar shall send a second notice stating that if reply is not received within 1month then a notice shall be published to the official gazette to strike off the name of the Company. If again no reply is received after second notice also the Registrar shall believe that the Company is no more in operation and shall strike off the name from the registers. It can strike off the names in 2ways –

 a)  A notice is send to the official gazette that with the expiration of 3months from the date of notice, the name of the Company is strike off.

 b)  The above notice will be send to the Company as well as to the Income Tax Department. Similar procedure for publication of notice in the official gazette is being conducted.

We at Taxmantra.com is helping many such companies to comply with ROC filings, you can look to send us your query at – “info@taxmantra.com” OR call us at “+91 88 208 208 11.