Ministry of Corporate Affairs vide its notification dated 21st February, 2019 amended Companies (Incorporation) Rules, 2014 by by insertion of new rule 25A i.e. ‘Active Company Tagging Identities and Verification (ACTIVE)’.
Applicability:
Every Company incorporated on or before 31st December 2017 (Eligible Companies) shall file the particulars of the company and its registered office in e-form ACTIVE (INC 22A).
Following Companies need not file the said e-Form Active (INC 22A):
- Companies which have been struck off;
- Companies under the process of striking off;
- Companies under liquidation;
- Amalgamated Companies;
- Dissolved Companies;
Further, all the following Companies are restricted from filing the said e-Form Active (INC 22A):
- Companies which have not filed its due financial statements under section 137 of the Companies Act, 2013 i.e. e-Form AOC-4/AOC-4 XBRL;
- Companies which have not filed its due annual returns under section 92 of the Companies Act, 2013 i.e. e-Form MGT 7;
However, the Companies which have not filed the said e-Forms i.e. AOC 4 and/or MGT 7 respectively due to management disputes same being recorded by Registrar of Companies (“ROC”), such Companies are not restricted from filing
E-Form Active (INC 22A).
Time Limit to file E-Form Active (INC 22A):
The due date to file this form is 25th April 2019.
Consequences of non-filing of E-Form Active (INC 22A):
The eligible companies failing to file e-Form Active (INC 22A) within stipulated time shall be marked as “Active Non-Compliant” and will not be able to file following e-Forms:
- SH-07 (Change in Authorized Capital);
- PAS-03 (Change in Paid-up Capital);
- DIR- 12 (Changes in Director except for cessation);
- INC-22 (Change in Registered Office);
- INC-28 (Amalgamation, de-merger);
Further, the ROC may suo-motu remove the name of the Company from Register of Companies under Section 12(9) of the Companies Act, 2013.
Late Filing fee of E-Form Active (INC 22A):
And filing post the due date will attract a late fee filing of Rs. 10,000/-.
Information / Attachments to be filed with the e-Form Active (INC 22A):
1. List of Directors as on date and DIN Status of all directors of the Company is approved [i.e. neither deactivated due to non-filing of DIR-3 KYC nor disqualified u/s 164(2)]
2. Details of Statutory Auditor and Cost Auditor, if applicable
3. Details of Key Managerial Personnel’s (“KMP”), if applicable to Company
4. Details and SRN of e-forms AOC-4/AOC-4 XBRL and MGT-7
5. Photograph of Registered Office showing external building and inside office also showing therein at least one director/ KMP who has affixed his/her DSC to this form
Conclusion:
For every company to continue to be Active – Compliant must file this information and commence collating the information and details to be attached based on the details provided in the notification.
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