Filing Annual Return Of Company

The Companies (Management and Administration) Rules, 2014 requires all companies to prepare and file an annual return at the end of close of each financial year. Non-filing of annual return can attract stringent penalty and fines, hence its important for Entrepreneurs to be aware of their responsibilities and file the annual return on time. In this article, we look at all aspects of Filing Annual Return Of Company in India.

Information Contained in Annual Return of Company

The following information is provided to the Registrar while filing the annual return of the Company:

The registered office of the company
Principal business activities of the company
Subsidiary or Associate Companies
Shares, Debentures and other securities
Shareholding Pattern
Loan details
Promoters, Directors and Key Managerial Persons
Renumeration of Directors
Penalty of punishment imposed on the company or its Directors
Any disclosures that are pertinent

Signing of Annual Return of Company

The annual return of most private limited company and one person company can be signed by a Director of the Company or a Company Secretary. In case an annual return is being filed for a company having paid-up share capital of Rs.10 crore or more and turnover of Rs.50 crore rupees or more, then the annual return must be certified by a practicing Company Secretary. The practicing Company Secretary must certify that the annual return discloses all facts correctly and adequately and that the company has complied with all the provision of the Companies Act, 2013.

Due Date for Filing Annual Return Of Company

The due date for filing annual return of a company is within sixty days from the date on which the annual general meeting of the Company is held. Annual General Meeting of a company must be held within 9 months of closing of accounts of a company, in case of first year of operations of a company. In the second year, Annual General Meeting must be held within 6 months of closing of accounts of the Company.

Filing NIL Annual Return

Even if a company is not functioning and there are no transactions, annual return must be filed by the Company. However, a company may be able to apply for dormant status of company and obtain the same to reduce compliance burden.

Penalty for Not Filing Annual Return Of Company

The penalty for not filing annual return of a company is very hefty. If a company fails to file annual return, then it shall be punishable with a fine which shall not be less than Rs.50,000 but which may extend to Rs.5 lakhs and every Officer of the Company shall be punishable with a fine that is not less than Rs.50,000 which may extend to Rs.5 lakhs and imprisonment.

Further, if a Company has not filed annual return continuously for three years, then any Director of such company would be disqualified and would not be eligible for appointment as a Director of that company or any other company for a period of fiver years from the date on which the company failed to file annual return.

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Frequently Asked Questions

Common questions about Filing Annual Return of Company in India: Legal Essentials.

An annual return of a company is a document that contains important information about the company, such as its registered office, principal business activities, shareholding pattern, directors and key managerial personnel, and any disclosures that are pertinent. It must be filed with the Registrar of Companies every year.

The annual return must disclose information such as the registered office of the company, principal business activities, subsidiary or associate companies, details of shares, debentures and other securities, shareholding pattern, loan details, promoters, directors and key managerial persons, remuneration of directors, and any penalty or punishment imposed on the company or its directors.

For most private limited companies and one person companies, the annual return can be signed by a director of the company or a company secretary. However, if the company has a paid-up share capital of Rs. 10 crore or more and a turnover of Rs. 50 crore or more, the annual return must be certified by a practicing company secretary.

The annual return of a company must be filed within sixty days from the date on which the annual general meeting of the company is held. The annual general meeting must be held within 9 months of closing of accounts for the first year of operations, and within 6 months of closing of accounts for subsequent years.

Yes, even if a company is not functioning and there are no transactions, it must still file an annual return. However, the company may apply for dormant status to reduce the compliance burden.

If a company fails to file the annual return, it shall be punishable with a fine of not less than Rs. 50,000 but which may extend to Rs. 5 lakhs. Additionally, every officer of the company shall be punishable with a fine of not less than Rs. 50,000 which may extend to Rs. 5 lakhs and imprisonment.

If a company has not filed the annual return continuously for three years, any director of the company would be disqualified and would not be eligible for appointment as a director of that company or any other company for a period of five years from the date on which the company failed to file the annual return.

For companies having a paid-up share capital of Rs. 10 crore or more and a turnover of Rs. 50 crore or more, the annual return must be certified by a practicing company secretary. The company secretary must certify that the annual return discloses all facts correctly and adequately, and that the company has complied with all the provisions of the Companies Act, 2013.

Yes, even if a company is not functioning and there are no transactions, it must still file a "Nil" annual return. This is mandatory under the Companies Act, 2013.

The purpose of filing the annual return is to provide transparency and disclose important information about the company to the Registrar of Companies and stakeholders. It is a crucial compliance requirement under the Companies Act, 2013, and failure to file can attract stringent penalties and fines.