When we talk about companies, they are typically run to make a profit; however, since Section 8companies are non-profit organisations, they usually work for the benefit of society’s citizens. The goal behind the incorporation of such companies is to promote trade, commerce, charity, education, research in sports, religion, social welfare and environmental protection awareness. Therefore, all businesses established under the Companies Act must file ROCs with the Ministry of Corporate Affairs (MCA), which calls for the submission of annual reports and audited financial statements. Since Section 8 Companies are created under the Companies Act 2013, they must comply with all annual compliance like any other company. So what are these compliance? Let’s see. We will discuss more about ROC Annual Filing for Section 8 Company.
What Do We Mean By ROC Annual Filing?
ROC annual filing refers to the E-forms that all companies incorporated under the Companies Act must file annually. Every company doing business in India has to be registered with the Registrar of Companies, i.e. ROC. ROC is an office under the preview of MCA (Ministry of Corporate Affairs). As per Section 396 of the Companies act of 2013, ROCs are responsible for registering companies across states and union territories.
Note: For all the companies, it is mandatory to file annual forms with the ROCs from where they have received their company registration.
The Registrar of Companies keeps records about companies that are registered with them; this allows the general public to access this information in exchange for a prescribed fee. The Central Government maintains administrative control over ROCs or the Registrar of Companies with the assistance of Regional Directors.
Is ROC Annual Filing Mandatory for Section 8 Companies?
The registration of non-profit companies is subject to Section 8, Companies act of 2013; therefore, they are known as Section 8 companies.
These businesses aim to promote any such thing, whether it be sports, business, the arts, science, education, research, social welfare, religion, charity, or environmental protection.
Additionally, the company has to utilise revenues and other profits, if any, to promote its goals only. Moreover, it is forbidden for them to distribute dividends to their members. No minimum capital is necessary at the time of incorporation since Section 8 companies are typically registered as Guarantee Companies (hence not obliged to use phrases like limited or private limited).
Yes, Section 8 companies are required to file ROC; as a result, to comply, Section 8 companies must hold an AGM following Section 101 of the Companies Act of 2013 at the end of each fiscal year and submit financial information and an annual return to the Ministry of Corporate Affairs.
As per Section 129 and Section 137 of the Companies act 2013, all companies, including Section 8 Companies, must file their audited financial statements with ROCs.
Similarly, the annual returns are submitted to ROC as per Section 92 of the Companies act, 2013.
Note: The abovementioned documents be filed within 30 days & 60 days from the annual general meeting (AGM) date.
What Are The Benefits Of ROC Annual Filing?
Here is a list of benefits that a Section 8 company can avail of after filing out ROC:
- The filing helps the companies to analyse their financial position. In this way, a company can quickly determine whether they are running in loss or profit.
- When a company regularly files ROC, it provides proof of its existence. Based on the filings done by a company, government updates their database.
- (The company is deemed fictional if it has been a long time since it submitted annual reports, and the ROC has the authority to remove the company’s name from the register.)
- Filing ROC protects the company from any legal complications.
Documents Required For ROC Annual Filing
Following is the list of crucial documents that are needed for ROC Annual filing by a Section 8 company:
- Balance sheet
- Profit and loss account
- Annual return
- Cost Audit Report
Following is the list of E-Forms required to be filled with ROC for Section 8 companies:
- Form MGT-7
A form of MGT-7 is an annual return of the company. (According to the Companies (Management and Administration) Rules, 2014, all companies are required to prepare and file an annual return at the closing of each financial year.)
MGT-7 must be filed within 60 days of the last annual general meeting. The later date for filing the form is the 29th of November 2023 for the FY 2022-23.
The form can be downloaded from the Ministry of Corporate Affairs portal under the annual E-filing category.
A form of AOC-4 is the financial statements of the company. The company’s Board of Directors must file the report in the format prescribed. The report shall include the financial statements of that year. AOC-4 must be filed within thirty days of the last annual general meeting.
What Is The Process Of ROC Annual Filing?
The process of ROC Annual Filing for Section 8 Company involves four simple steps, which are as follows:
- Hold a board meeting
There are two reasons for holding a meeting:
a) To Author the auditors to prepare the company’s financial statements as per Schedule III of the Companies Act, 2013.
b) Ask the directors or company secretaries to prepare the Board Report and Annual Returns per the Companies Act 2013.
- Hold another meeting to approve draft financial statements and Board Report from the Board of directors.
- Now hold the AGM and pass all the necessary resolutions of the company.
- Finally, file the financial statements under form AOC-4 and the annual return under form MGT-7.
The Registrar of Companies (ROC), as described under Section 2 sub-section 75 of the Companies Act of 2013, is appointed under the Ministry of Corporate Affairs. In the current framework, the ROC is accountable for establishing business ethics and plays a significant role in facilitating business culture. Companies incorporated under Indian Company Law must file ROC for all the financial years they are in business. Filing ROC will not only help the companies to analyse their financial position. In this way, a company can quickly determine whether they are running in loss or profit but also protects the company from any legal complications.
Read Our Article: Annual Compliance for Section 8 Company: A Complete Checklist