Form PAS-6 Filing Requirements and Deadlines – Filing of Reconciliation of Share Capital Audit By Public & Private Companies
Summary: As per amendments to the Companies (Prospectus and Allotment of Securities) Rules, every unlisted public company is mandated to file Form PAS-6 within sixty days of the conclusion of each half year, specifically by May 30th and November 30th for the financial year 2025-26. This half-yearly filing requires certification by a practicing company secretary or a practicing chartered accountant. Certain unlisted public companies are exempt from this requirement, including Nidhi Companies, Government Companies, and wholly owned subsidiaries. Furthermore, Rule 9B of the same rules, which necessitates dematerialization for most private companies by June 30, 2025, extends the PAS-6 filing obligation to certain private companies. Specifically, private companies that have dematerialized their shares, are not classified as small companies, producer companies, or government companies, are also required to complete their Form PAS-6 filing by May 30, 2025. While no specific penalties are detailed within Rules 9A or 9B for non-filing, failure to comply attracts provisions under Section 450 of the Companies Act, 2013, potentially leading to a fine of up to INR 10,000 on the company and defaulting officers, with an additional fine of up to Rs. 1,000 per day for continuing contravention.
Introduction: Pursuant to the sub-rule 8 of Companies (Prospectus and allotment of securities) Third Amendment Rules, 2019 dated 22nd May 2019 and the amendment effective from 30th September 2019, every unlisted public company shall submit Form – PAS-6 to the Registrar within sixty days from the conclusion of each half year (i.e. 30th May and 30th November of each financial year) duly certified by a practicing company secretary or a practicing-chartered accountant.
For the financial year 2025-26 the due date for filing of Form PAS-6 is 30.05.2025 and 30.11.2025, and this form is mandatorily required to be filed by all the unlisted public companies except the following class of companies :-
1.Nidhi Companies
2. Government Companies
3. Wholly owned subsidiaries
Further, we should also focus on the private companies which have been covered/will be covered under the ambit of filing of Form PAS-6, since with the introduction of Rule 9B of Companies (Prospectus and Allotment of Securities) every private company other than small company shall facilitate dematerialization of all its securities by 30th June 2025, and all those private companies :-
1. Which have dematerialized their shares
2. Which are not small companies
3. Which are not producer companies
4. Which are not government companies
Are also required to complete filing of Form PAS-6 by 30.05.2025
Penalty for non-filing of Form PAS-6
Since, there is no specific penalty prescribed under Rule 9A and Rule 9B of Companies (Prospectus and Allotment of Securities) Rules, 2014, we need to take into consideration Section 450 of the Companies Act, 2013 which states :
Fine :- To the Company and every officer of the company who is in default, shall be punishable with a fine which may extend up to INR 10,000.
Continuing Contravention: In case the contravention continues, an additional fine of up to Rs. 1,000 per day can be levied for every day after the first during which the contravention continues.
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