All companies (Private Limited Company, One Person Company, Limited Company, Section 8 Company, etc.) are required to file an annual return with the MCA every year. Every company has to make balance sheet and get them audited by practising chartered accountant which they have appointment in previous year of AGM.
In addition to filing MCA annual return, companies are also required to file Income Tax Return.
- Directors of companies that have failed to file the annual return for last three years continuous will be disqualified for 5 years.
- A company who failed to file annual return for continuous 2 years will be strike off under Section 248 of the Companies’ Act 2013.
Let’s take a detailed look at the MCA annual return filing for a company.
MCA Annual Return
All companies and LLP registered in India must prepare and file an Annual Return.
In Form AOC-4 to file with the Registrar of Companies, within 30 days from the due date of Annual General Meeting.
Form MGT-7 to file with the Registrar of Companies, within 60 days from the due date of Annual General Meeting
For LLP in Form 11 to file with the Registrar of Companies, end date is 30th May of every Financial year i.e within 60 days from the closure of Financial year.
For LLP in Form 8 to file with the Registrar of Companies, end date is 31st October of every Financial year i.e within 30 days from the closure of Financial year.
The Annual Return of a Company can be filed with the Digital Signature of the Director of the Company and the Digital Signature of the Chartered Accountant auditing the company. For a listed company or a company, having paid-up share capital Rupees Ten Crore or more or a turnover of Rupees Fifty Crore or more, the Annual Return must be certified by a Company Secretary in practice in Form MGT 8.
Section 25 companies and all limited companies exceed turnover of Rs.2 crore must have CS Digitally Sign on Form MGT-7
Details Provided in Annual Return
A MCA Annual Return must contain the below information pertaining to the previous FY:
- Details of Registered office, Principal business activities, particulars of its holding, subsidiary and Associate Companies
- Details of shares, debentures, other securities and shareholding pattern
- Details of indebtedness
- Details of its members and debenture-holders along with changes therein since the close of the previous financial year
- Details of promoters, directors, key managerial personnel along with changes therein since the close of the previous financial year
- Details of meetings of members or a class thereof, Board and its various committees along with attendance details
- In all companies, the remuneration of directors and key managerial personnel must be provided
- Details of penalty or punishment imposed on the company, its directors or officers and details of compounding of offences and appeals made against such penalty or punishment
- Details of matters relating to certification of compliances, disclosures as may be prescribed
- Details of shares held by or on behalf of the Foreign Institutional Investors indicating their names, addresses, countries of incorporation, registration and percentage of shareholding held by them
- Details of other matters as may be prescribed, and signed by a Director and the Company Secretary, or where there is no Company Secretary, by a Company Secretary in practice
- Details of any changes in share holding pattern and director name change or director appointment or resignation.
Penalty for Not Filing MCA Annual Return
Since the company will have to file Form AOC-4 and Form MGT-7 the penalty by default would be Rs.200/- per day.
Further if companies fail to file Annual Return it is punishable with the fine which shall not be less than Rs.50000/- but which may extend to Rs.500000/-*
The penalty for non-filing MCA Annual Return is Rs.100/- per day till the default continues, if In addition, every officer (director) of the company who has defaulted will be punishable with imprisonment for a term which may expect to 6 months or with fine or both
Companies that do not file their MCA Annual Return continuously for 2 years can be marked as a strike off by the Registrar of Companies. Before the company is struck off, the bank accounts of the company could also be frozen.
Once a company is marked as strike off by the Registrar of Companies, under section 248 of the Companies Act 2013, the directors in the company would be disqualified from acting as Director of a company for a period of 5 years.
– Article by Lion Amir Virani