Compliance with regulatory guidelines and statutory provisions is a crucial part of any company’s operations. For companies registered in India, one of these mandatory obligations includes the annual filing of accounts and returns as per the Companies Act, 2013. This comprehensive guide will provide an in-depth understanding of these annual filing requirements, the various financial statements involved, the purposes they serve, and the critical deadlines for FY 2022-23.
Every company is bound by the Companies Act, 2013, to file the annual accounts and annual return within 30 days and 60 days, respectively, from the conclusion of the Annual General Meeting (AGM). The filing of annual accounts with the Registrar of Companies (ROC) is governed under Sections 129 (3), 137, of The Companies Act, 2013. These sections are read with Rule 12 of the Company (Accounts) Rules, 2014. Additionally, the annual return falls under Section 92 of the Companies Act, 2013, read with Rule 11 of the Companies (Management and Administration) Rules, 2014.
Companies are required to prepare and present five types of financial statements:
i. Balance Sheet: Presents the company’s financial position, showcasing assets, liabilities, and shareholders’ equity.
ii. Income Statement: Reveals the company’s performance over the financial year, providing details on revenue, expenses, and profits or losses.
iii. Cash Flow Statement: Tracks the flow of cash and cash equivalents in and out of the company, divided into operating, investing, and financing activities.
iv. Statement of Changes in Capital: Provides information about the company’s share capital and the changes during the financial year.
v. Notes to Financial Statements: Explains the company’s financial data, assumptions, and policies in detail.
The main objectives of these financial statements and the annual return are to offer useful information to the company’s management for planning, controlling, analyzing, and decision-making. The annual return is an essential document comprising significant details about the company, such as its financial health and changes in management or ownership during the year.
In the case of One Person Company (OPC), Small Company, and Start-up Private Company, the annual return should be signed by the Company Secretary, if available, or by the Director of the company. For other companies, a Director and the Company Secretary should sign the annual return, or in the absence of a Company Secretary, a practicing company secretary should sign it.
Furthermore, the financial statement, inclusive of any consolidated financial statement, must be approved by the Board of Directors before it’s signed on behalf of the Board. The chairperson authorized by the Board, or two directors (one of them being the managing director, if any), along with the CEO, CFO, and the Company Secretary (where they are appointed) can sign the financial statement. For a One Person Company, only one director signs it.
Following are the due dates for a company’s Annual Filing for FY 2022-2023:
i. Form DIR-3 KYC: To be filed by every individual allotted DIN before the end of the financial year and whose DIN status is ‘Approved.’ The due date for the Financial Year 2022-23 is 30th September 2023.
ii. Form ADT-1 (Appointment of Auditor): To be filed within 15 days from the conclusion of the AGM (for 2022-23, it’s 15th October 2023).
iii. Form AOC-4 and Form AOC-4 CFS (in case of consolidated financial statements): To be filed within 30 days from the conclusion of the AGM. For OPC, it’s within 180 days from the close of the financial year. For FY 2022-23, it’s 27th September 2023 for OPC and 29 October 2023 for other companies.
iv. Form MGT-7 and Form MGT-7A (Filing of Annual Return): To be filed within 60 days from the conclusion of the AGM or by 28th November 2023 for FY 2022-23, whichever is earlier. For OPC, the deadline for FY 2022-23 is 28th November 2023.
The Annual Return of the following companies must be certified by Practicing Company Secretaries (PCS) in Form MGT-8:
i. Listed Companies.
ii. Companies with Paid Up share capital of ₹ 10 Crores or more.
iii. Companies with a turnover of ₹ 50 Crores or more. Note: MGT 8 is submitted as an attachment to annual return Form MGT-7.
The final filing is the Form MGT-9, an extract of the Annual Return.
In conclusion, strict adherence to the regulations specified in the Companies Act, 2013 is not just a legal obligation but also vital for company transparency and integrity. Understanding these annual filing requirements, the due dates, and the forms involved
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