Ministry of Corporate Affairs

> In the year 2018, the Ministry of Corporate Affairs had taken a major step by coming out with Form DIR-3 KYC, a KYC initiative for directors, in order to ascertain identities as a part of their efforts to uncover the shell companies existing to facilitate the illicit flow of funds.

> In furtherance to identifying such unscrupulous entities, the Ministry of Corporate Affairs has made an attempt to collect the data pertaining to Companies which are registered under the Companies Act, 2013 or Companies Act, 1956. Propagating the campaign of Digital India inaugurated by our Hon’ble Prime Minister, Mr. Narendra Modi, the Ministry of Corporate Affairs vide Notification Number G.S.R. 144(3) dated February 21, 2019, has amended the existing Companies (Incorporation) Rules, 2014 by inserting Rule 25A which talks about Geo-tagging and Verification for Companies.

APPLICABILITY FOR “ACTIVE”

> It should be a “Company” pursuant to Section 2(20)

> Should be incorporated under Companies Act, 2013 or 1956

> Shall be incorporated on or before 31.12.2017

> These companies have to file Form INC-22A (e-Form ACTIVE) on or before 25.04.2019 [“DUE DATE”]

> LLPs are not required to do any such filing

RESTRICTED FROM FILING FORM INC-22A

> Not filed its due AOC-4/AOC-4 XBRL

> Not filed its due MGT-7

> Which have been struck off

> Under process of striking off Under liquidation Amalgamated, or

> Dissolved

CONSEQUENCES OF NON-FILING/DELAYED FILING

> It shall be classified as “ACTIVE non compliant” after the due date.

> Registrar shall initiate action for the removal of the name of such company from the register of companies

> The following event based information or changes shall not be recorded by the Registrar:

• SH-07 (Change in Authorized Capital);
• PAS-03 (Change in Paid-up Capital);
• DIR- 12 (Changes in Director except cessation);
• INC-22 (Change in Registered Office);
• INC-28 (Amalgamation, de-merger)

> After due date, filing fees shall be INR 10,000

RELAXATION IF MANAGEMENT DISPUTE EXISTS

> If the Company has not filed AOC-4/AOC-4 XBRL (as may be applicable) or MFT-7 or both

AND

> The Registrar has recorded in its Register about Management Dispute in the Company

⇓

> The Company can file e-form ACTIVE

E-FILING PRE-REQUISITES (PART-1)

> Photograph of:

• External Building
• Inside Office

> Showing AT LEAST one director/KMP who shall verify the form

> Latitude & Longitude of the Registered Office

> Email ID of the Company

> DIN of all directors should be approved (if any of the directors are disqualified or if DIR-3 KYC not filed, then such Company cannot file ACTIVE unless the status is changed to “Approved”)

CLARIFICATION W.R.T. STATUS OF DIRECTOR

E-FILING PRE-REQUISITES (PART-2)

> ADT-1 should be filed

> Appointment of Cost Auditor (if applicable), should be filed

> Appointment of MD/CEO/Manager/WTD (if applicable), should be filed

> Appointment of CS (if applicable), should be filed

> Appointment of CFO (if applicable), should be filed

> AOC-4 and MGT-7 should be filed up to date

Download PPT on Active Company Tagging Identities and Verification