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Introduction: Annual return filing and submission of financial statements are critical compliance obligations for companies in India. Failing to meet these requirements can lead to legal consequences and financial penalties. This article outlines the significance of timely annual return and financial statement filing, the forms to be filed with the Registrar of Companies (ROC), and the potential repercussions of non-compliance.
Number of companies incorporated in India on daily basis without knowing future legal cost and consequences of non compliances in monitory form or in other way, one of measure compliance is to file financial statement and annual return with ROC, The financial statements and annual returns of a company must be filed on time with the MCA each year. As per Companies Act, 2013, non-filing of annual return is an offence. Hence, it is indispensable for a company to file the annual return with the MCA within 60 days of the Annual General Meeting and within 30 days for a Financial Statement. In this article, we look at the various consequences and the penalties, and solution for not filing annual return of a company.
Forms need to be filled with ROC after conducting of annual general meeting of company:
1. Financial Statement:- As per section 137(1) of companies act, 2013 every company shall file A copy of the financial statements(form AOC-4 ), including consolidated financial statement, along with all the documents which are required to be or attached to such financial statements , duly adopted at the annual general meeting of the company, shall be filed with the Registrar within 30 days of the date of annual general meeting (AGM date 30 September except first AGM which can be conducted within 15 month i.e. 31 December) with normal fees.
One Person Company shall file a copy of the financial statements duly adopted by its member, along with all the documents which are required to be attached to such financial statements, within one hundred eighty days from the closure of the financial year:
2. ANNUAL RETURN: The annual return, filed by a listed company or a company having paid-up share capital of ten crore rupees or more OR turnover of fifty crore rupees or more, shall be certified by a Company Secretary in practice and the certificate shall be in Form No. MGT.8.,
3. MGT-14:- As Per Section 179(3) clause g, every public Company is required to file form MGT-14 for adoption and approval of financial statements and Board Report within period of 30 days from the date of passing of Resolution.
4. ADT-1(ONLY IN CASE OF AUDITOR APPOINTMENT) Form ADT-1 has to be filed with the Registrar of Companies within fifteen days of the meeting after the appointment of the auditor. If the company’s AGM was held on 30th September, then Form ADT-1 has to be filed by 15th October.
5. DIN KYC: every person (or director) who holds DIN (Director Identification Number) Need to file DIE-3 KYC form or to do WEB KYC every year within 6 months from end of financial year
Consequences of not filing of annual returns and financial statement on Company:-
- The Directors of a company are responsible for operation and to ensure that the company complies with all applicable rules laws and regulation which are applicable to that particular company or sector. If company not is not in comply with any laws directors are held responsible for such non compliances, as per company’s act 2013,
- a company is not carrying on any business or operation for a period of two immediately preceding financial years and has not made any application within such period for obtaining the status of a dormant company under section 455
- as per section 164 sub section 2 of companies act, 2013 director of a company which has not filed financial statements or annual returns for any continuous period of three financial years
- If any company does not file annual returns timely then company have to pay additional fees of Rs. 100 per day per form for filing annual returns after due date.
- if Company continuously does not file annual returns for period of 2 financial years and has not made any application within such period for obtaining the status of a dormant company, then Registrar may issue the notice to company for striking off (closure) of company.
Solutions:
if company could not filed its returns because company did not have any business and even could not commenced its business then company should apply for striking off of company without filing of any return in form STK-2 before issuance of notice from Registrar to avoid disqualification of director and other legal action, if company create any charge on asset company cannot file STK-2 unless company satisfied such charge. Even company can file STK-2 before filling form INC -20A which need to fill within 180 days from the date of incorporation provided 1 year completed from date of incorporation.
Conclusion: Timely filing of annual returns and financial statements is essential for companies to remain compliant with the law. It not only avoids legal consequences and penalties but also upholds the company’s reputation and accountability. Directors must understand their responsibilities and ensure the company adheres to all filing requirements to maintain good standing with the Registrar of Companies.
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