Forms Under Companies Act, 2013

The Companies Act 2013 is far-reaching legislation regarding the incorporation, functioning, and dissolution of companies in India. While it simplifies the governance process by increasing corporate accountability, it saddles companies with considerable compliance requirements. Among the most critical aspects of such compliance are the parameters that relate to various filings with the Registrar of Companies (ROC).

The importance of such forms ensures that the ambit of legality prescribed under the Companies Act and its Rules is upheld by the companies without fail. We will examine the details of various forms under the Companies Act 2013 to determine their purpose, frequency, and penalties for non-compliance. The following guide will explain the compliance landscape in relation to this Act.

Overview of Compliance Under the Companies Act 2013

Every company is required to file various Forms under the Companies Act 2013 with the ROC and the Central Government. These forms shall serve different purposes, from incorporation to annual compliance and event-driven filings. Specifically, some of these forms will be filed on yearly grounds, while others are filed only once an event has occurred; this would correspond to cases where an amendment has been made in the company setup, or a director has resigned.

Non-submission of required forms within given timelines attracts penalties from monetary fines, disqualification of directors, or even striking off the company from the registry.

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Forms Prescribed under the Companies Act, 2013

The forms prescribed under the Companies Act 2013 and its rules can be classified into the following categories in a broad sense:

• Incorporation Forms: These are submitted when incorporating a new company.
• Annual compliance Forms: These forms must be submitted at various intervals, especially annually, to continue legally functioning.
• Event-Based Forms: Submitted in case of specific events like a merger, any change in the company’s registered address, or appointment and resignation of directors.

These categories include various forms, some of which are e-forms (electronically submitted) and some physical forms, where the completed forms are submitted in person.

Forms Under the Companies Act, 2013 During Incorporation

The incorporation process includes a couple of procedures, from the name reservation through the Memorandum of Association filing to the Articles of Association filing. Some of the key forms during incorporation are:

• INC 1 (Application for Reservation of Name): This E-form is used to reserve a proposed name for a new company.
• INC 3 (Consent of Nominee for One-Person Company): This is the form OPC must fill out containing the consent given by the nominee who will take over OPC if a member is incapacitated.
• INC-32 (SPICe+): SPICe+ refers to Simplified Proforma for Incorporating Company Electronically, an integrated e-form for incorporating companies. It is a form that supervises the incorporation of a company in one step through multiple services, like allotment of DIN, PAN, and TAN applications.
• INC 33 and 34 (e-MOA and e-AOA): This is used for electronically filing Memorandum and Articles of Association.
• INC 20A (Declaration for Commencement of Business): Companies must file this declaration before commencing any business after incorporation.

Non-filing or filling defects in any of these Forms Under the Companies Act 2013 at the time of incorporation can thus delay the company’s registration or result in an application being rejected.

Non-filing of such Forms Under the Companies Act 2013 attracts severe penalties, like fines, even to the extent of striking off the company’s name from the register.

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Know about the Annual Compliance Forms

After Incorporation, companies must submit various Forms Under the Companies Act 2013 at different intervals, especially annually, to continue legally functioning. This will ensure the company remains accountable for its finances and operates within the allowed parameters. Some of the important Annual compliance Forms Under the Companies Act 2013 are as follows:

• AOC-4 [Filing Financial Statements]: This e-form is for filing the company’s financial statements, including balance sheets, profit and loss accounts, and other pertinent papers.

Streamline your financial filings with AOC-4 and effortlessly submit balance sheets, profit & loss accounts and more to stay compliant with ease.

• AOC 4 [XBRL]: This is the form for companies using the Extensible Business Reporting Language (XBRL). It must be submitted in XBRL format.
• AOC 4 CFS: When filing consolidated accounts, a company must submit a document if it has one or more subsidiaries, associates, or joint ventures.
• MGT 7 (Annual Return): This e-form concerns the annual return to the company’s registrar, which contains information about the company’s shareholding patterns, registered office, and key managerial personnel.

Stay compliant with MGT-7 and effortlessly submit your annual returns. Also, keep your shareholding and management information up-to-date.

• MGT 14 – Filing Resolutions: The MGT 14 Form must file with ROC all the resolutions the Board has passed or shareholders of the Company.
• DIR -3 KYC: The Company will submit the form to ROC with updates on its directors’ KYC.

Failure to submit such forms can result in severe consequences, such as fines and removing the company’s name from the register.

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What are the Event-Based Compliance Forms?

Event-based Compliance forms are those forms that a company files when an event happens. These include structure alteration, resignation, appointment of a company’s director, and change in MOA or AOA. Below are some general event-based forms:

• DIR 12: Appointment or Resignation of Directors: This e-form needs to be filed with the ROC for any change in the company’s board of directors.
• Form CHG 1: This is an e-form utilized to record charges created by the company. It comprises both mortgages and debentures.
• ADT 1: The companies need to file this e-Form with the ROC regarding the appointment of an auditor.
• ADT 3 (Resignation of Auditor): This is an e-Form to be filed in cases where the auditor has resigned, informing the ROC.
• INC 22 (Change of Registered Office Address): A company must file this e-form with the ROC if it changes its registered office.

 Event filing forms help the ROC stay updated about the company’s record regarding its operational and legal status. Filing on time will ensure that the company’s actions remain compliant with the law.

Streamline your event-based compliance to ensure timely filing of all essential forms, keeping your company’s records updated and compliant with ease.

Also Read: How to File e-Form CRA-4 for Cost Audit Report?

Forms for Restructuring and Major Changes in the Company

Corporate restructuring encompasses mergers, demergers, and amalgamations, among other things. Different types of Forms Under the Companies Act 2013 are usually forwarded for these. The regulatory authorities usually receive such forms under close scrutiny.

Following are a few Forms Under the Companies Act 2013 used for corporate restructuring:

• CAA 1: This is the statement of Creditors’ Responsibility, filed when a company enters into a compromise or arrangement with creditors.
• CAA 11: This is the Approval Notice for the Merger. Companies intending to merge file this form to notify stakeholders that the merger scheme has been approved.
• INC 27: Conversion of Public Company to Private Company and Vice Versa: Under the Companies Act 2013, this form is used when a company changes its structure from public to private or vice versa.

Transform your business effortlessly with conversion services from private to public company, ensuring a smooth transition and full compliance with the Companies Act, 2013.

Understand the Non-Compliance Penalties

Non-compliance with the Companies Act 2013 attracts heavy penalties. A few of the general punishments that are common are as follows:

Monetary Fines

Monetary fines may be imposed on the companies if they fail to file forms on time or do not file them at all. For example, when the financial statements, AOC 4, are not filed within the total time limit provided for their filing, there is an imposition of fines that keep accumulating every day.

Disqualification of Director

The directors of companies that have not filed their statutory filing for three continuous years are liable to be disqualified.

Company Strike-Off

The ROC has the authority to strike off the name from the register for any company which no longer follows the Act’s provisions concerning filing an annual return.

 Conclusion

The Companies Act of 2013 requires companies to file many forms legally compliantly. These forms include incorporation, which occurs during the company’s life cycle until its dissolution, and every significant event in between. While the quantum of filing may appear staggering, it can be made easy by adopting a structural approach and taking timely action to comply.

It ensures that the right filing of forms helps the company avoid penalties and eventually leads to good corporate governance. In particular, transparency and regulatory compliance have become important to companies as they develop and expand. Thus, technology, professional consultation, and updated amendments will smoothen and rightly help the companies proceed through the maze of compliances under the Companies Act 2013.

Don’t let compliance hold you back. Visit our Corpbiz website, and effortlessly navigate Company registration in India.

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