Form PAS-6: Share Capital Reconciliation Report Guide

Summary: Form PAS-6 is a half-yearly ‘Reconciliation of Share Capital Audit Report’ that ensures the accuracy between a company’s issued share capital and its dematerialized capital. Effective July 1, 2025, this form is mandated for all private companies, excluding small companies and government companies, and all unlisted public companies, with exceptions for Nidhi companies, government companies, and wholly owned subsidiaries. It must be filed with the Registrar of Companies (ROC) within 60 days of the end of each half-year (by November 29 for the period ending September 30, and by May 30 for the period ending March 31). The form requires certification by a practicing Company Secretary, Chartered Accountant, or Cost Accountant, and includes details on ISINs, demat and physical shareholdings, capital changes, and pending demat requests. Non-compliance can lead to penalties of up to ₹2,00,000 for the company and ₹50,000 for officers in default, under Section 450 of the Companies Act, 2013, and may hinder other regulatory filings.

FORM PAS-6

MEANING

Form PAS-6 is a half-yearly ‘Reconciliation of Share Capital Audit Report’ submitted to ensure the consistency of issued capital and the capital held in dematerialized form.

OBJECTIVE

To identify any discrepancy between the total issued capital and the capital held in dematerialized form.

LEGAL PROVISIONS

– Section 29 of the Companies Act, 2013

– Rule 9 of the Companies (Prospectus and Allotment of Securities) Second Amendment Rules, 2023

– MCA Notifications dated 10th September 2018, 27th October 2023, and 12th February 2025

– Effective from 1st July 2025

APPLICABILITY

A) All private companies, except:

Small companies

2. Government companies

B) All unlisted public companies, except:

1. Nidhi companies

2. Government companies

3. Wholly owned subsidiaries

COMPLIANCE REQUIREMENT

Form PAS-6 must be filed with the Registrar of Companies (ROC) within 60 days from the end of each half-year. The form should be certified by a practicing Company Secretary or Chartered Accountant.

Half-Year Periods and Due Dates:

– April 1 to September 30: Due by 29th November

– October 1 to March 31: Due by 30th May

CERTIFICATION

The form must be digitally signed by a director, manager, or company secretary and certified by a practicing:

– Company Secretary (CS)

– Chartered Accountant (CA)

– Cost Accountant (CMA)

STEP-BY-STEP PROCESS

1.Obtain ISIN through NSDL/CDSL or RTA

2. Obtain a reconciliation statement from RTA

3. Fill Form PAS-6:

– Company and ISIN details

– Demat/physical shareholding details

– Confirm promoter demat status

4. Digitally sign the form

5. Upload on MCA V3 portal with fees

KEY HIGHLIGHTS

1.Information to be furnished for each ISIN separately for half-years ending 30th September and 31st March

2. Capital details: Issued, CDSL, NSDL, Physical form, and any differences

3. Changes in share capital during the half-year

4. Updating of Register of Members and reasons if not updated

5. Excess dematerialized shares and actions taken

6. Pending demat requests (beyond 21 days) and reasons

7. Details of the Company Secretary and certifying professional

PENALTIES FOR NON-COMPLIANCE

As per Section 450 of the Companies Act, 2013:

– Company: ₹10,000 + ₹1,000/day (Max ₹2,00,000)

– Officer in default: ₹10,000 + ₹1,000/day (Max ₹50,000)

NON-COMPLIANCE STATUS

Missing PAS-6 filing deadline results in:

– Non-compliance under Rule 9A

– Possible disqualification of directors

– Hindrance in filing other forms

– Higher scrutiny by regulators

FINAL THOUGHT

Form PAS-6 is essential for maintaining transparency and accountability in unlisted public companies’ shareholding. Timely filing ensures regulatory compliance, avoids penalties, and builds stakeholder confidence.