Ministry of the Corporate Affairs vide notification dated January 22, 20219 inserted the Explanation under rule 16 of the Companies (Acceptance of Deposits) Rules, 2014. This clarified that every company other than the Government Company required to file form DPT-3 on an annual basis for those transactions which are not considered as deposits i.e. for exempted Deposits.
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What is Deposit and Exempted Deposit?
As per section 2 (31) of the companies act 2013:
deposit” includes any receipt of money by way of deposit or loan or in any other form by a company, but does not include such categories of amount as may be prescribed in consultation with the Reserve Bank of India;
The above definition is inclusive definition, which means that any amount received by the company in any form whether as a loan, advance or anything shall be considered as deposit except to those transactions as may prescribed by the Central Government with the consultation of Reserve Bank of India.
The Central government in Rule 2(1)(c) the Companies (Acceptance of Deposits) Rules, 2014 prescribed 18 category of transactions which shall not be considered as deposit and apart from those, every receipt of money will be consider as deposit.
| Deposit | any receipt of money by way of deposit or loan or in any other form except those transactions which are prescribed under Rule 2(1)(c) of the Companies (Acceptance of Deposits) Rules, 2014 |
| Exempted-Deposit | any receipt of money as prescribed under Rule 2(1)(c) of the Companies (Acceptance of Deposits) Rules, 2014 |
Filling of form DPT-3 is applicable for receipt of money by the company in any form whether such money is considered as Deposits or Exempted-Deposits because receipt of money in any form will be considered either as Deposits or Exempted-Deposits and requirement for filing of form DPT-3 is applicable for both Deposits as well as Exempted-Deposits and the exempted deposit covered receipt of money in form of advance from customer(s), advance against immovable property and many more.
| Filing of DPT-3 is applicable for those companies which receipt on money in any form (i.e. Loan, advance, deposits, or anything in any form of money) and which is outstanding as on 31st March. |
Transactions considered as Exempted-Deposits
Following category of illustrative transactions will considered as Exempted-Deposits as prescribed under Rule 2(1)(c) of the Companies (Acceptance of Deposits) Rules, 2014
- any amount received from the Central Government or a State Government or any amount has been guaranteed by these Governments, or amount received from local authority or statutory authority.
- any amount received from Banking Companies.
- any amount received by a company from any other company; such amount may be in any form. It means that a company can receive money in any form from other company and such amount shall be treated as Exempted Deposit.
- Amount received as an advance against securities (e Share application money pending for allotment) and such advance should be adjusted by way of allotment within sixty days from the date of receipt of money or refunds such amount within fifteen days from the date of completion of sixty days otherwise such amount will be treated as Deposit.
- any amount received from a person who, at the time of the receipt of the amount, was
- director of the Private Company or Public Company.
- relative of director of the Private Company. (Please note that amount received from relative of director of public company shall be treated as Deposit.) Subject to a declaration in writing to the effect that the amount is not being given out of funds acquired by him by borrowing or accepting loans or deposits from others.
- any amount raised by the issue of bonds or debentures and
- Such bonds or debentures are secured or
- Such bonds or debentures are compulsorily convertible into shares of the company within Ten years or
- Such bonds or debentures listed on a recognised stock exchange. (Please note that unsecured bonds or debentures which are neither compulsorily convertible nor listed shall be treated as Deposit.)
- any amount received from the employee of the company not exceeding his/her annual salary in the nature of non-interest bearing security deposit.
- any non-interest bearing amount received and held in trust.
- any amount received in the course of, or for the purposes of, the business of the company:
- any advance for the supply of goods or services provided that such advance is appropriated against supply of goods or services within a period of three hundred and sixty five days from the date of acceptance of such advance;
- advance received in connection with consideration for an immovable property under an agreement or arrangement, provided that such advance is adjusted against such property in accordance with the terms of agreement or arrangement;
- as security deposit for the performance of the contract for supply of goods or provision of services;
- as an advance towards consideration for providing future services in the form of a warranty or maintenance.
- any amount brought in by the promoters of the company by way of unsecured loan in pursuance of the stipulation of any lending financial institution or a bank subject to the certain conditions;
- any amount accepted by a Nidhi company in accordance with the rules;
- an amount of twenty five lakh rupees or more received by a start-up company, by way of a convertible note (convertible into equity shares or repayable within a period not exceeding ten years from the date of issue in a single tranche, from a person.
So the above list clarifies that filing of form DPT-3 is not applicable only for those companies who receipt deposits and/or loan only. The above kinds of any amount outstanding on March 31 also mandate to file DPT-3.
Key Points of Form DPT-3
- Point 3: Purpose of the Form
- Onetime Return: This Radio button was applicable for the Financial Year 2018-19 only, and after that it is not relevant anymore.
- Return of Deposit: In case the company has accepted money that shall be consider deposit exclusively (i.e. not covered under exempted deposit).
- Particulars of transactions by a company not considered as deposit as per rule 2 (1) (c) of the Companies (Acceptance of Deposit) Rules, 2014: If the company has only exempted deposit outstanding at the end of the financial year.
- Return of Deposit and Particulars of transactions by a company not considered as deposit: This is applicable when the company has accepted Deposit & Exempted Deposit, both.
- Point 7(b): Date of last closing of accounts
The last date of closing of accounts will be March 31, 2021 for the financial year 2020-21 and so on.
- Point 8: Net Worth as per the latest audited balance sheet preceding the date of the return
Net worth of the preceding audited financial year shall be entered i.e. for the DPT-3 March 2021, Net worth of March 31, 2020 shall be taken.
Penal Consequences for non-filing of for DPT-3
Section 76A & Rule 21 of the Companies (Acceptance of Deposits) Rules, 2014 deal with the penal provisions. The language of the section 76A as follow:
Where a company accepts or invites or allows or causes any other person to accept or invite on its behalf any deposit in contravention of the manner or the conditions prescribed under section 73 or section 76 or rules made thereunder or if a company fails to repay the deposit or part thereof or any interest due thereon within the time specified under section 73 or section 76 or rules made thereunder or such further time as may be allowed by the Tribunal under section 73,-………
The above provision only prescribed penal consequence for non- compliance w.r.t. deposit not for exempted deposit. It means mere non-filing of Form DPT-3 will not come under the penal provisions of section 76A.
Rule 21 is as follows:
If any company referred to in sub-section (2) of section 73 or any eligible company inviting deposits or any other person contravenes any provision of these rules for which no punishment is provided in the Act,
As the consequence of non-filing of DPT-3 is not prescribed anywhere therefor, penal provisions of rule 21 will be applicable for non-filing of Form DPT-3 which is as below:
- the company and
- every officer of the company who is in default
shall be punishable with fine which may extend to five thousand rupees and where the contravention is a continuing one, with a further fine which may extend to five hundred rupees for every day after the first day during which the contravention continues.
1. Acceptance of money from the shareholder(s) of the company will be considered as Exempted-Deposit?
- Acceptance of money from shareholder(s) of the company shall be considered as deposit until & unless such shareholder is other Company, Director of the company or relative of the director of the private company.
2. In which point of DPT-3 loan from Non-Banking Financial Companies (NBFCs) will cover?
- There is no specific point for the loan from the NBFCs therefore, such loan shall be covered under point no. 15(f).
3. Companies are exempted from filing of form DPT-3.
- Banking Company
- Non-Banking Financial Company (NBFCs) registered with RBI
- Housing Finance Company (HFCs) registered with the National Housing Bank
- Government Company (in case of Exempted Deposit)
4. Whether NIL return is required to file?
- If the company has no outstanding Deposit & Exempted-Deposit, no need to file NIL return.
5. Detailed of Net worth as required in point 8 of DPT-3, in case the company has audited financial statement for the current financial year,
- Even though the company has audited financial statement for the current financial year, the net worth should be from the previous audited financial statement is required to report.
6. In case of newly incorporated company what should be required to mention in the net worth point because there is non-availability of previous year financial statement. Or the company is closing its financial year first time.
- In that case figures of the net worth should be from the current financial year because there is no option left for the company. It is further advisable that a clarification letter should be attached.
Conclusion
Filing of form DPT-3 is not only for the loan and/or deposit, it is much more beyond that. The Basic concept of filing of Form DPT-3 is receipt of money in any form, which is require for repayment/adjustment and outstanding on 31 March.
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