With the hitting of road, Government first struck-off 2.26 lakh shell companies in FY18 that had failed to file their financial statements or annual returns over two or more successive years. Similarly, in another crackdown, the Ministry Of Corporate Affairs (MCA) identified 2.25 lakh more companies for action. More than 3 lakh directors were disqualified for non-filing of annual returns by their companies for three years.

Afterwards, MCA announced Director KYC norms compelling 33 Lakh active DIN holders to provide details such as personal mobile number, E-Mail address, PAN, Aadhar, Passport etc. With the introduction of DIR-3 KYC, Government also mandated to upload a 30-second video clip introducing themselves to obtain a DSC, which was required to file DIR-3 KYC.

Now, MCA has come out with a new notification requiring 12 Lakh active companies to file e-Form INC-22A (ACTIVE – Active Company Tagging Identities and Verification). The details of the said notification are as under:

APPLICABLE TO:

Every Company incorporated on or before 31st December, 2017.

EXEMPTED COMPANIES FROM FILING INC – 22A (ACTIVE):

  • Struck Off Companies or under process of Striking Off
  • Companies under Amalgamation
  • Companies under Liquidation
  • Dissolved Companies

PRE-REQUISITE:

  • Filing of Financial Statements and Annual Returns till FY2017-18
  • Making all of it’s Directors status ‘Active’ on MCA Portal by filing DIR-3 KYC, in case of pending

CONSEQUENCES OF LATE / NON FILING:

  1. Marking of status of Company as “Active – Non Compliant” in MCA Master Data.
  2. Late filing Fee of 10,000/- from 26th April, 2019.
  3. Filing of following e-forms will be barred for “Active – Non Compliant Companies”:
    1. SH-7
    2. PAS-3
    3. DIR-12 (except cessation)
    4. INC-22
    5. INC-28 (for amalgamation /demerger)

DETAILS TO BE FILED IN e-FORM INC-22A (ACTIVE):

  • Longitude & Latitude of address of Registered Office
  • Photograph of Registered office showing external building and inside office showing at least One Director/KMP who is signing this form.
  • E-Mail address of the Company (which will be verified by an OTP)
  • List of all Directors with the requirement of active Status on MCA Portal
  • Number of Auditors with the details of PAN, Membership Number and period of Appointment
  • Number of Cost Auditors with the details of PAN, Membership Number and period of Appointment
  • Details of MD, CEO, Manager or WTD
  • Details of CS and CFO
  • SRN of AOC-4/XBRL and MGT-7 of FY-2017-18

SIGNING AND CERTIFICATION:

1. To be digitally signed by One Director in case of OPC

To be digitally signed by Two Directors / One Director and One KMP in case of other than OPC

2. Certified by a CA/CS/CWA

Professional diligence:

As per Clause (a) Sub Section (3) of Section 12 of the Companies Act, 2013, A Company shall paint or affix its name, and the address of its registered office, and keep the same painted or affixed, on the outside of every office or place in which its business is carried on, in a conspicuous position, in legible letters, and if the characters employed therein are not those of the language or of one of the languages in general use in that locality, also in the characters of that language or of one of those languages;

Also bring kind attention to newly inserted Sub Section 9 of Section 12 which read as under:

“If the Registrar has reasonable cause to believe that the company is not carrying on any business or operations, he may cause a physical verification of the registered office of the company in such manner as may be prescribed and if any default is found to be made in complying with the requirements of sub-section (1), he may without prejudice to the provisions of sub-section (8), initiate action for the removal of the name of the company from the register of companies under Chapter XVIII.”

Relevant Notification

Title Notification No. Date
MCA notifies late Fees of Rs. 10000 for newly notified e-form ACTIVE G.S.R. 143(E) 21/02/2019
Companies (Incorporation) Amendment Rules, 2019 G.S.R.(E) 21/02/2019

Author Bio

Qualification: CS
Company: C. S. Madhvani & Co.
Location: Rajkot, Gujarat, IN
Member Since: 23 Feb 2019 | Total Posts: 3

My Published Posts

More Under Company Law

2 Comments

  1. S Gupta says:

    Sir,

    Q1. Is it (ACTIVE and Compliant status) required for Ownership and Partnership companies too or only for Private and public Limited companies ?

    Q2. What if the working office of a company is not registered office and the registered office is the residence of one of the Directors ? Which Latitude and Longitude is required – that if working office or that of Registered office ?

    Q3. In Q2. there is be no work environment in case the Registered office is residence of one of the Directors. How can a Photo of the Director from that place be used ? What is the solution in that case ?

    Regards
    S Gupta
    Managing Director
    SSG Software Systems Private Limited

    1. cs.chintan says:

      Sir,
      A1. This form is applicable only to public and private company
      A2. As per plain reading, it is understood that photos and longitude latitude of registered office only needs to be given.
      A3. As per Companies Act Section 12(3)(a), A Company shall paint or affix its name, and the address of its registered office, and keep the same painted or affixed, on the outside of every office or place in which its business is carried on, in a conspicuous position, in legible letters, and if the characters employed therein are not those of the language or of one of the languages in general use in that locality, also in the characters of that language or of one of those languages; which is also mentioned in my article
      It is advisable to change your registered office from Director’s Residence to Company working office

      However this are my views only. Refer to other professionals before acting on this.

      Regards.

Leave a Comment

Your email address will not be published. Required fields are marked *