Many professionals have asked in many Whatsapp Groups, Social Media Platforms ‘Impact/ Implication of Non filing of AOC-4 till 31.12.2021′. In this editorial author shall discuss the implication and effects of delay in filing of AOC-4.
A. Provisions of Companies Act, 2013
As per Companies Act, 2013 Companies are required to submit their financial statement along with Directors Report, Auditor Report with Registrar of Company within 30 days of holding of Annual General Meeting.
Eg:
| Date of AGM | Due Date of AOC-4 |
| 30 September 2021 | 29 October 2021 |
| 30 October 2021 | 28 November 2021 |
| 30 November 2021 | 29 December 2021 |
Note:
Therefore, as per provisions of Companies At, 2013 if AGM held on 30 November 2021 then 29 December is due date of filing of AOC-4.
Provisions as per Extension Circular
As per circular No 17/2021 dated 29 October 2021 Ministry of Corporate Affairs has extended due date of filing of AOC-4 (each type of AOC-4) till 31st December 2021 irrespective of date of AGM. EG.
| Date of AGM | Due Date of AOC-4 | Due Date As per Circular |
| 30 September 2021 | 29 October 2021 | 31st December 2021 |
| 30 October 2021 | 28 November 2021 | 31st December 2021 |
| 30 November 2021 | 29 December 2021 | 31st December 2021 |
What will be impact if Companies doesn’t file their AOC-4 till 31st December 2021?
Many professionals have asked the implications of delay filing of AOC-4 Like: Additional Fees, Penalties, fine etc.
A. First Impact – Additional Fees: As we know when a company file form after due date, they have to pay the additional fees. Here the questions is, from which date additional fees shall be start in case of filing of AOC-4 after due date?
If Company files form AOC-4 on 5th January 2022 then how much additional fees shall be applicable on such form?
Additional fees always calculate w.e.f. completion of actual Due Date of the e-form. In case of AOC-4 actual due date is 30 days from the date of Annual General Meeting. Therefore, Additional fees shall be levy from 31st Day. Eg.
| Date of AGM | Due Date of AOC-4 | Additional Fees levy from | Additional Fees on 01st January, 2022 |
| 30 September 2021 | 29 October 2021 | 30 October 2021 | 6400 (64 days) |
| 30 October 2021 | 28 November 2021 | 29 November 2021 | 3400 (34 days) |
| 30 November 2021 | 29 December 2021 | 30 December 2021 | 300 (3 days) |
NOTE:
While calculating 30 days from the date of AGM for AOC-4, Date of AGM shall be count as 1. Eg. Calculation of Due Date shall be Date of AGM plus 29 days (AGM+29).
B. Second Impact – Penalty: As we know when a company file any form after due date, along with additional fees they are liable for penalty of specific section. Here Penalty mentioned in 137(3)
If a company fails to file the copy of the financial statements under sub-section (1) or sub-section (2), as the case may be, before the expiry of the period specified 5[therein], the company shall be 9[8[6[liable to a penalty]]] of 10[ten thousand rupees and in case of continuing failure, with a further penalty of one hundred rupees for each day during which such failure continues, subject to a maximum of two lakh rupees,] and the managing director and the Chief Financial Officer of the company, if any, and, in the absence of the managing director and the Chief Financial Officer, any other director who is charged by the Board with the responsibility of complying with the provisions of this section, and, in the absence of any such director, all the Directors of the company, shall be 9[6[7[shall be liable to a penalty of 11[ten thousand rupees] and in case of continuing failure, with further penalty of one hundred rupees for each day after the first during which such failure continues, subject to a maximum of 12[fifty thousand rupees.]
Note:
Therefore, if company file AOC-4 after 31st December 2021 Registrar of Company can issue notice of adjudication and impose penalties on Company and Directors. Minimum Penalty on Company and Directors is Rs. 10,000/- each.
Conclusion: It is advisable to every Company to file their AOC-4 within Due Date i.e. 31st December 2021 for the F.Y. ended on 31st March 2021.
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Author – CS Divesh Goyal, GOYAL DIVESH & ASSOCIATES Company Secretary in Practice from Delhi and can be contacted at csdiveshgoyal@gmail.com).
Author Bio
Earlier, Additional Fees were reasonable in Congress Govt. when Sri. Pilot was in-charged in Central Minister. Now, Additional Fees are already very high in this BJP Govt. Apart from this they are charging penalty under section 137(3) which is against natural justice. Ministry of Corporate Affairs should implement below : 1) MCA officers, Ministers, MPs who are coming to their office after 10 A.M, then they should be fined not less than Rs.1 Lakh per day. If they do continuously delay to come to their office, then the fine should be increased to Rs.1 Crore. If you feel it is not correct and over fine, then the same in-justification applicable to MCA additional fees / penalty too. Govt. Should remove all these nonsense laws and should make reasonable additional fees to small companies as like as congress Govt. Our Govt. Should not make over hardship to small companies & OPCs. They can continue their strictness to implement high penalty & addl. fees to Other than Small Companies & OPCs. Thanks
Sir, i think dates have been extended to 15th of Feb 2022 vide mca-general-circular-22-2021. Kindly clarify.
Yes, the due date for AOC-4 and MGT-7 has been extended to 15.02.2021 and 28.02.2021 respectively for the FY 2020-21.