ROC Compliance Tracker – December, 2022

Compliance Requirement UNDER Companies Act, 2013 and Rules made thereunder;

  Applicable Laws/Acts    Due Dates  Compliance Particulars  Forms / Filing mode
        Companies Act, 2013  Within 180 Days From The Date Of Incorporation Of The Company (one time compliance only)  As per Section 10 A (Commencement of Business) of the Companies Act, 2013, inserted vide the Companies (Amendment) Ordinance, 2018 w.e.f. 2nd November, 2018, a Company Incorporated after the ordinance and having share capital shall not commence its business or exercise any borrowing powers unless a declaration is filed by the Director within 180 days from the date of Incorporation of the Company with the ROC.        MCA E- Form INC 20A (one time compliance)    
Companies Act, 2013  Annual Compliance Extension granted (15.10.2022)*DIN KYC through DIR 3 KYC Form is an Annual Exercise. Last date for filing DIR-3 KYC for Financial year 2021-22 is 30th September, 2022   Annual Exercise: CLICK HERE Penalty after due date is Rs. 5000/-(one time)    E-Form DIR – 3 KYC (Web Based and E-form)  
    Companies Act, 2013  Within 15 days of appointment of an auditor.The Ministry in its General Circular No. 12/2018 dated 13th December, 2018 clarified that filing of Form NFRA-1 is applicable only for Bodies Corporate and ruled out filing by Companies as defined under sub-section (20) of Section 2 the Act.      E – Form NFRA -1
  Companies Act, 2013Within 30 days of the board meetingFiling of resolutions with the ROC regarding Board Report and Annual Accounts. The details of the resolutions passed should be filed.    MGT-14  (Filing of resolution with MCA)
  Companies Act, 2013(Half Yearly basis) 31.10.2022Form for furnishing half yearly return with the registrar in respect of outstanding payments to Micro or Small Enterprise    E-Form MSME-1
      Companies Act, 2013Within 60 (sixty) days from the conclusion of each half year.Reconciliation of Share Capital Audit Report (Half-yearly)   Pursuant to sub-rule Rule 9A (8) of  Companies (Prospectus and Allotment of Securities) Rules, 2014 To be filed all unlisted companies, deemed public companies Till further clarification to be filled in GNL-2E-Form PAS – 6   Please file on or before 29.11.2022
      Companies Act, 2013within a period of 60 days after the holding of AGMIEPF Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2019 Statement of unclaimed and unpaid amounts. This e-form shall be filed within a period of 60 days after the holding of AGM or the date on which it should have been held as per the provisions of section 96 of the Act, whichever is earlier        IEPF -2

Due dates of ROC Annual Return Filings

Sl. No.  Particulars    Due Date Particulars    E- Form  Due Date
  1  Appointment of AuditorWithin 15 days from the conclusion of AGM    ADT-1  14.10.2022
      2  Filing of financial statement and other documents with the ROCWithin 30 days from the conclusion of the AGM, other than OPC   (In case of OPC within 180 days from the close of the financial year)  AOC-4, AOC-4 (CFS), AOC-4 XBRL, AOC-4 Non-XBRL      29.10.2022
  3Filing of annual return by a company.Within 60 days from the conclusion of AGM MGT – 7 A: for OPC and small companies.  MGT-7 /  MGT  7A 29.11.2022
4Filing of Cost Audit Report with the Central GovernmentWithin 30 days from the receipt of Cost Audit Report  CRA-4
5Compliance certificate by PCS – Section 92(2)Applicable to Companies having paid-up share capital Rs. 10 crores or more or Turnover Rs. 50 crore or more  MGT – 8 Attachment to MGT – 7

Monthly KEY UPDATES – November, 2022:

1. MCA penalizes director for incorrect filing and certification of AOC-4

The Ministry of Corporate Affairs (MCA) has penalized the director of “KOSHER REALHOME PRIVATE LIMITED” for incorrect filing and certification of e-form AOC-4.

The company viz. KOSHER REALHOME PRIVATE LIMITED (hereinafter known as ‘company’) is a registered company with this office under the Companies Act, 1956 having its registered office as per MCA21 Registry at the office. No 208, Shopping 3-A, Centre, Veer Savarkar Block, Shakarpur, Delhi East Delhi DL 110092 IN. The company’s paid-up share capital of Rs. 1,00,000 is divided into 10,000 shares @10 each.

Now in exercise of the powers conferred on me vide notification dated 24th March, 2015 and having considered the reply submitted by the noticee(s) in response to the notice issued vide latter no. ROCIO/ Adj/2022/defective/Kosher/6185-6 I 86 dated 18.10.2022 on behalf of company, I do hereby impose the penalty on the Authorised Signatory under section 450 of the Companies Act, 2013 for certify and filing incorrect e-form AOC-4 pursuant to Rule 8(3) of the Companies (Registration Offices and Fees) Rules, 2014 subject to the provision of section 446 B of the Act, r/w section 2(85) of the Companies Act, 2013, as the company fulfill the requirements of the small company, as follows:-

2. MCA Amends Companies (Registered Valuers and Valuation) Rules, 2017

The Ministry of Corporate Affairs (MCA) has notified the amendment to the Companies (Registered Valuers and Valuation) Rules, 2017.

The Resolution Professional appoints a Registered Valuer within a week of his appointment). Valuation of assets intended to be sold (the registered valuer calculates the realizable value of Asset or Property). Initiation of liquidation (a Valuation report of Asset or Property, if there any.

A new rule 7A provided for the intimation of changes in personal details etc., by registered valuer to authority provided thata registered valuer shall intimate the authority for change in the personal details, or any modification in the composition of partners or directors, or any modification in any clause of the partnership agreement or Memorandum of Association, which may affect registration of registered valuer, after paying fee as per the Table -I in Annexure V.

The Notification added a rule after rule 14, namely, “14A. Intimation of changes in composition of governing board, etc. by the registered valuers organisations to the authority.- A registered valuers organisation shall intimate the authority for change in composition of its governing board, or its committees or appellate panel, or other details, after payment of fee as per the Table II in Annexure V.”.

It further stated thatin case of asset classes namely, the ‘plant and machinery‘ and ‘land and building’, the corresponding relevant nomenclature for the branches of the engineering and technology of graduate and post graduate courses referred to in the notification number F. No. 27/RIFD/Pay/01/2017-18, dated the 28th April, 2017, issued by the All India Council for Technical Education, shall also be considered.

3. MCA planning to shift all company forms to new portal by December

The Ministry of Corporate Affairs (MCA) is planning to move all filings to the new version 3 of its portal by the end of this year. Currently only nine forms are to be filled on version 3.

While many company secretaries have been raising issues of technical glitches on the new website, MCA officials have said that the new system has seen more form submissions than before. For instance, total LLP filings since April 2022 were 319,000 compared to 281,000 for the corresponding period last year.

“We are slowly migrating to the new version so that it does not cause inconvenience,” the senior official said.

MCA is also conducting user acceptance testing of the web based forms with the members of institute of chartered accountants as well company secretaries while also taking a weekly review of the new portal with them.

While ICAI and ICSI have also created help desks for users to address issues that the professionals might be facing while using the portal, many company secretaries have raised problems such as inability to register digital signatures, receive one time passwords, generate challans among others.

As MCA plans a complete shift to the new version, professionals are requesting for extension of deadlines if there are difficulties faced in the transition phase. “̌While this concept is good and non-compliance would be detected with least human intervention, it should not be done at the cost of ease of doing business,” a Delhi based company secretary said.

4. Standing Committee on Finance to meet on Dec 8 to adopt draft report on Competition Bill

The Parliamentary Standing Committee on Finance will meet on Dec. 8 to consider and adopt the draft report on the Competition (Amendment) Bill, 2022. The committee will also have a briefing by officials of the Department of Legal Affairs in the Ministry of Law and Justice on the provisions of the Bill, according to the schedule announced by the Lok Sabha Secretariat.

The Committee, chaired by Jayant Sinha, is expected to table its report on the Bill in the upcoming Winter Session of Parliament that starts on December 7. The Bill is however, not listed for taking up for consideration in the upcoming session.

Amongst its key provisions, it seeks to make it mandatory for high value mergers and acquisitions to be notified to the CCI if the deal value is over Rs 2,000 crore and it has significance presence in India. The provision is expected to capture high value M&A deals in the digital space.

The committee has held five meetings till now and in its last meeting on November 29, it concluded oral evidence by the Ministry of Corporate Affairs. The Rs 2,000 crore threshold is being seen as a crucial issue with industry of the opinion that it could lead to delay in many transactions. To read more: Click Here

Important Updates –  November, 2022

  Sl.    Particulars of the Circulars  Link
1Companies (Registered Valuers and Valuation) Amendment Rules, 2022    Click Here
2Claim Notice of M/s Pure Drinks (New Delhi) Ltd (in Prov. liquidation)  Click Here
3Uttar Pradesh To Register Maximum Number of New Companies After Maharashtra Post Covid  Click Here
4Companies struck off register by MCA up 90% from pre-pandemic levelClick Here
5India Inc worried over lower deal value limit under competition billClick Here
    6During the Special Campaign 2.0, 23 identified campaign sites located in different offices of this Ministry have been cleaned. Nearly Ninety Thousand files have been weeded out.                    Click Here
7Revised combination assessment timelines under competition law soon: MCAClick Here
8Corporate Affairs Ministry to withdraw over 10,000 court cases for this reason – check detailsClick Here

This Compliance Tracker is updated till 30th November, 2022 with all Laws / Regulations and their respective amendments.    

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Disclaimer: Every effort has been made to avoid errors or omissions in this material. In spite of this, errors may creep in. Any mistake, error or discrepancy noted may be brought to our notice which shall be taken care of in the next edition. In no event the author shall be liable for any direct, indirect, special or incidental damage resulting from or arising out of or in connection with the use of this information. Many sources have been considered including newspapers (ET, BS & HT etc.)

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