Change In Financial Year – A Quick Recap!

Meaning Of Financial Year

The Companies Act, 2013 defines Financial Year under Section 2(41) as:

“Financial Year”, in relation to any company or body corporate, means the period ending on the 31st day of March every year, and where it has been incorporated on or after the 1st day of January of a year, the period ending on the 31st day of March of the following year, in respect whereof financial statement of the company or body corporate is made up.

Provided that where a company or body corporate, which is a holding company or a subsidiary or associate company of a company incorporated outside India and is required to follow a different financial year for consolidation of its accounts outside India, the NCLT may, if it is satisfied, on an application made by that company or body corporate in such form and manner as may be prescribed, allow any period as its financial year, whether or not that period is a year.

Procedure for Change of Financial Year in simple five steps: –

1. Calling and passing of Board resolution for Change of Financial Year of the company as per Section 2(41) of the Companies Act.

2. Preparation and filing of Application in E-form RD-1 along with following documents: –

• There is no fixed format which is prescribed for above application.
• Copy of Minutes of Board Meeting. It is especially imperative that details of the number of votes cast in favour and or against the resolution is included in minutes of the meeting.
• Power of Attorney or Memorandum of Appearance.
• Details of any previous application made within last five years for change in financial year and outcome thereof along with copy of order.
• It is also advisable to attach a copy of justification letter or request letter from holding company, or a subsidiary or associate company as the case may regard the consolidation of accounts of the companies.

3. Simultaneously filing of GNL-2 to respective Registrar of Companies. The detail application along with annexure shall be attached in GNL-2.

4. Regional Director would examine the application where the application is found to be in order and shall pass the order within thirty days from the date of application and he may call for further information for unsatisfaction and incompleteness to be re-submit within a period of fifteen days, in E-Form RD-GNL-5.

5. Certified copy of the Order shall be filed with ROC in INC-28 within 30 days of receipt of order.

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