Placing of company’s annual return on the website

Placing of Company’s Annual Return on the Website

Recently, the Ministry of Corporate Affairs has amended specific provisions/ rules which necessitates the company to place the copy of their annual return (Form No. MGT-7) on the company’s website. The present article highlights the newly amended provisions relating to the company’s annual return.

Recent updates on the requirement of the company’s annual return on a website

The Ministry of Corporate Affairs has come up with two notifications through which certain amendments have been undertaken. The said two notifications and the corresponding amendment is reflected hereunder-

  1. Notification dated 28th August 2020 – vide the notification, provisions of section 23 (ii) of the Companies (Amendment) Act, 2017 are made effective from 28th August 2020.
  2. Notification dated 28th August 2020 – vide the notification, the Companies (Management and Administration) Amendment Rules, 2020 are introduced.

Both the above amendments are briefly explained below.

Analyzing the amendments governing the company’s annual return

  1. Effect of the applicability of provisions of section 23(ii) of the Companies (Amendment) Act, 2017-

The provisions of section 23(ii) of the Companies (Amendment) Act, 2017 amended section 92(3) of the Companies Act, 2013. The amended section 92(3) mandates every company to place a copy of the company’s annual return on the company’s website.

Further, the new provision states that the company should mention the web-link of the company’s annual return (placed on the company’s website) in the Board’s report.

In nut-shell, if the company has its website, then, the company is required to place the copy of the annual return on its website. Accordingly, the web-link of the same is to be disclosed in the Board’s report. Noticeably, the new provisions are made effective from 28th August 2020.

  1. Effect of introduction of the Companies (Management and Administration) Amendment Rules, 2020-

Provisions of rule 12(1) of the Companies (Management and Administration) Rules, 2014 requires the companies to attach the extract of the annual return in Form No. MGT-9 with the Board’s Report.

However, vide the amendment rules, a new proviso has been inserted to said rule 12(1). The proviso states that if the company has disclosed web-link of the annual return in the Board’s report then, in such case the company is not required to attach the extract of the annual return in Form No. MGT-9 with the Board’s report.

Nevertheless, it is vital to note here that if the company has not disclosed the web-link in the Board’s report, then, the company is required to attach the extract of the annual return in Form No. MGT-9 with the Board’s report.

The gist of the amendments

It is important to note that the above amendments apply only to the companies who are having their own website.

For better understanding, the following table summarizes the action on the part of the company (for both the company having a website and company not having a website)-

Particulars Action on the part of the company
A company having a website.

·    Place the copy of the company’s annual return on its website; and

·    Disclose the web-link of the annual return in the Board’s report.

·    Company is not required to attach the extract of the annual return (Form No. MGT-9) with the Board’s report.

A company not having a website. Company is required to attach the extract of the annual return (Form No. MGT-9) with the Board’s report.

 

Post by poonamgandhi

CA Poonam Gandhi is a Chartered Accountant and a Lawyer. With a wide practice experience and deep understanding of different laws and taxes, she has been an independent professional writer in the field of taxation, finance and laws.