MCA has issued General Circular No. 11/2020 dated 24th March, 2020 on Special Measures under Companies Act, 2013 (CA-2013) and Limited Liability Partnership Act, 2008 in view of COVID-19 outbreak which includes measures related to waiving Additional Fees on delayed submission of  e-forms and relaxation related to Maximum GAP between two Board Meetings.

Language of Circular:

  • No additional fees shall be charged for late filing during a moratorium period from 01st April to 30th September 2020,
  • In respect of any document, return, statement, required to be filed in the MCA-21 Registry,
  • irrespective of its due date,
  • which will not only reduce the compliance burden, including financial burden of companies/LLPs at large, but also enable long-standing non-compliant companies/LLPs to make a’fresh start’. The Circulars specifying detailed requirements in this regard are being issued separately

Questions

A. Moratorium will be issued from period 01.04.2020 to 30.09.2020.

B. Whether relaxation of additional fees applicable on BEN-2?

As MCA has not clarified it specifically, but from the language of circular it seems that no late fees shall be levy on the same for filing between 1.4.2020 to 30.09.2020.

C. Whether relaxation of additional fees applicable on AOC-4 NBFC (IND AS)?

As MCA has not clarified it specifically, but from the language of circular it seems that no late fees shall be levy on the same for filing between 1.4.2020 to 30.09.2020.

2. Whether relaxation of additional fees is given for any specific form or all forms?

Further, one can opine from language of circular that, no additional fees for late filing of any document, return, statement etc. therefore, relaxation seems for all the forms irrespective of any specific form.

Even its seems that relaxation is given for all forms whatever is due date for that form. Because in circular they mentioned ‘also enable long-standing noncompliant companies/ LLPs to make a’fresh start’”

Therefore, one can opine that relaxation for all the forms from additional fees if filed between 1st April, 2020 to 30th September, 2020.

Some Questions are still pending for answer from Ministry:

1. If any form is in resubmission status and due to technical error company is not able to file such form. Whether any extension shall be provide to such forms?

2. If any name approved and company is not able to file Spice+ due to technical issue. Whether any extension shall be provide to such forms?

Language of Circular:

The mandatory requirement of holding meetings of the Board of the companies within the intervals provided in section 173 of the Companies Act, 2013 (CA13) (120 days) stands extended by a period of 60 days till next two quarters i.e., till 30th September. Accordingly, as a one time relaxation the gap between two consecutive meetings of the Board may extend to 180 days till the next two quarters, instead of 120 days as required in the CA-13.

One can opine that:

As a onetime relaxation the gap between two consecutive meetings of the Board may extend to 180 days till the next two quarters, instead of 120 days as required in the CA-13

Example:

1. If Last Board Meeting held on 28th Feb, 2020 then what shall be due date of next meeting?

Due date for next board meeting is 26th August, 2020 i.e. 180 days from last meeting.

2. If Last Board Meeting held on 2nd January, 2020 then what shall be due date of next meeting?

Due date for next board meeting is 30th June, 2020 i.e. 180 days from last meeting.

3. If Last Board Meeting held on 25th December, 2019 then what shall be due date of next meeting?

Due date for next board meeting is 22nd June, 2020 i.e. 180 days from last meeting.

(Author contacted at csdiveshgoyal@gmail.com).

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