Reconciliation of Share Capital Audit Report for Unlisted Public Company in E-Form Pas-6

♦ MCA NOTIFICATION

MCA has Substituted/amended Rule 9A(8) of Companies (Prospectus and Allotment of Securities) Rules, 2014 through Companies (Prospectus and Allotment of Securities) Third Amendment Rules, 2019 dated 22/05/2019.

♦ EFFECTIVE DATE OF AMENDMENT

1. Original Rule 9A is inserted by the Companies (Prospectus and Allotment of Securities) Third Amendment Rules, 2018 dated October 09, 2018

2. Rule 9A(8) (amended) and 8A is effective from September 30, 2019.

♦ APPLICABILITY

This Rule is Applicable for Unlisted Public Companies.

♦ REPORTING PERIOD COMMENCEMENT

This Rule is effective from September 30, 2019, therefore the first Reporting period is September 30, 2019.

♦ IF COMPANY HAVE MORE THAN ONE ISIN

The Company is required to file e-form PAS-6 for each ISIN of securities separately.

♦ WHAT ABOUT DEEMED PUBLIC COMPANIES

This whole Rule 9A of the said rules is also applicable on Deemed Public Companies.

A Deemed Public Company is a company which is a subsidiary of a company, not being a private company. Even where such subsidiary company continues to be a private company in its articles, it will be deemed to be a public company.

♦ WHAT IS COMPLIANCE FOR UNLISTED PUBLIC COMPANIES/RESPONSIBILITY?

Rule 9A(8) and (8A)

(8) Every unlisted public company governed by this rule shall submit Form PAS-6 to the Registrar with such fee as provided in Companies (Registration Offices and Fees) Rules, 2014 within sixty days from the conclusion of each half year duly certified by a Company Secretary in Practice or a Chartered Accountant in Practice.

(8A) The Company shall immediately bring to the notice of the depositories if any difference is observed in its issued capital and the capital held in dematerialized form.

♦ TIME LIMIT (DAYS) FOR FILING

60 days from the conclusion of each half financial year

♦ FEES FOR FILING FORM PAS-6

Filing fees of Form PAS-6 shall be charged as per Companies (Registration of offices and Fees) Rules, 2014.

♦ PROCESSING TYPE OF E-FORM PAS-6

The form will be processed in STP mode.

♦ NON-APPLICABILITY OF RULE 9A

This rule isnot applicable to an unlisted public company which is:-

(a) a Nidhi;

(b) a Government company or

(c) a wholly owned subsidiary

♦ CONCEPT AND HISTORY OF RECONCILIATION OF SHARE CAPITAL AUDIT REPORT

Concept of Reconciliation of Share Capital Audit Report was originated from SEBI (Depositories and Participants) Regulations, 1996.

SEBI Inserted Regulation 55A under SEBI (Depositories and Participants) Regulations, 1996 through SEBI (Depositories and Participants) (Second Amendment) Regulations, 2003 which is effective from September 02, 2003.

♦ For better understanding of the concept, we can divide it into 2 parts

RECONCILIATION OF SHARE CAPITAL AUDIT REPORT
  Unlisted Public Company Listed Public Company
Statute Companies Act, 2013 SEBI(DP) Regulations, 1996/2018
Effective from 30/09/2019 02/09/2003
Reporting Authority ROC (IEPF) Stock Exchanges (SEBI)
Periodic Compliance Half Yearly Quarterly
Time limit Within 60 days from the date of conclusion of each half year within 30 days from the end of the Quarter
Fees As per Companies (Registration of offices and Fees) Rules, 2014 No Separate Fees

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Qualification: CS
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Location: Mumbai, Maharashtra, IN
Member Since: 23 Jul 2020 | Total Posts: 3

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