Your address will show here +12 34 56 78
Accounting, Annual Returns, RoC Filing

“Annual Declaration” means a declaration required to be lodged by a Limited Liability Partnership (LLP) under section 68 of LLP Act. Annual returns statement contains of the book of accounts accompanied by documents as required in the declaration. Given that the dates are getting closer, we have written this blog to guide you LLPs with the annual returns filing.

 

Conditions for Compulsory Auditing of Accounts

What is this? Well, LLPs, if records a turnover exceeding INR 40L or whose contribution exceeds INR 20L  need to get their accounts audited.

How should it be done? LLPs are required to follow these procedures:

  • Only a CA can be appointed as auditor
  • Appointment should be made anytime before the end of the first financial year
  • Remunerations or role played by partners in appointing or removing a partner is guided by the LLP Deed

Note: If LLP annual turnover is more than INR 5C or contribution is more than INR 50L, the annual return should be certified by a company secretary too.

Filing Annual Return – Form 11

What is this? Within 60 days of the end of financial year, LLPs registered till the 30th September 2017 are subject to file annual return statement with Registrar in Form 11. An LLP which fails to comply with annual returns filing will be fined of not less than INR 20K but which may extend to INR 5L. If your LLP is registered on or after the 1st October 2017 then you do not require to file LLP Annual Return in the year 2018.

How should it be done? Annual return reporting in form 11 accompanied by a certificate from a CS in practice should be filed, only if LLP turnover exceeds INR 5C  or contribution exceeds INR 50L. In all other cases, partners can file the form themselves.

When should it be done? By 30th May, 2018

Filing of Statement of Account and solvency – Form 8

What is this? LLPs are required to file form 8 with the registrar, within 30 days from the end of six months of the financial year. Form 8 or Annual Statements for the year 2018 is applicable to those LLP which is registered until the 30th September, 2017.

How should it be done? Annual return reporting in form 8 accompanied by a certificate from a CS/ CA in practice should be filed.

When should it be done? By 30th October, 2018

Note: Digital Signatures of any 2 Designated Partners would be required for filing both forms purposes.

Penalty for non-filing of annual returns:

  • Delay in Form 8 filing – INR 100 per day till it is filed
  • Delay in Form 11 filing – INR 100 per day

Penalty for the false statement:

  • Imprisonment up to 2 years
  • Fine up to INR 5L, not less than INR 1L
  • The registrar may summon partners to appear in the court

Quick FAQs:

Q1. Do LLPs that did no business in the previous financial year have to file annual returns?

Ans: Yes, file Nil-Returns.

 

Q2. Can an LLP be closed without completing annual returns?

Ans: No, to wind up an LLP you need to file the pending returns accompanied by the accumulated fine.

 

Q3. What are the documents required?

  • Incorporation Certificate
  • Books of Account
  • Minute Book
  • Details of Change in Partners
  • Supplementary LLP Agreement (optional)
  • DSC of two directors
  • Certificate by Company Secretary (optional)

 

 

 

 

 

0

Accounting, RoC Filing

A company being non – compliant, Ooh, that sounds interestingly controversial, doesn’t it? This topic has been among the most sorted topics in debate stages. In fact, there are a number of businesses that have taken the path, and lucky for some doing well.

Did you ever feel – heck with compliance works, the firm will just do a minimum of the essentials? Well, hold on, right there. In this blog, we will look into the scary truth of being a non – compliant firm (stressing on Companies).

The most common reason for such non-compliance that we found in our survey is lack of awareness. Businesses are most vulnerable in the first two-three years of their business. In these years, the majority of businesses do not generate revenue, and in some cases, there are hardly any expenses. This leads to a wrong belief that since there has not been much activity, there is no need for reporting to be done. The reality, however, is far from this. Irrespective of the whether there is any revenue or even there is any transaction businesses are supposed to comply with compliance requirements.

 

A Game you should avoid playing – Consequence of Noncompliance:

 

Following are some of the brief consequences in which failing to comply can cost your business.

  1. A roadblock in Funding –

The pre-requisite of any funding exercise is the status of tax and regulatory compliances. Never has a company got funded, even in the seed investment level, whose compliances are not up to date. Non-compliant startups do not even live through the term sheet stage. Further, there is a severe negative marking for compliances done post due date with additional fees.

  1. A roadblock in the availability of Bank loan–

External angel/venture funding is out of the question, next source of funding for any business is the bank loan. However, even banks require compliance documents like audited financials, auditor’s report, auditor’s certificate for the last 3 years or as the case may be. Chances of a non-compliance company availing bank loans are next to zero percent.

  1. A roadblock in the availability of Government Tenders-

The same principle applies to Govt tenders. The pre-requisite of any such tender is a compliant business environment, where all reporting is up to date.

  1. Stamp of a “Dormant” Company-

Companies with a non-filing history of 3 years or more are often categorized by the Ministry as ‘dormant’ companies. These companies can never be eligible for any sort of Govt/institutional assistances/contracts. Apart from that, these companies are vulnerable to RoC demand notices technically at any time.

  1. Liability of Directors-

Now, one may think that simply closing down the inactive company or starting up a totally new company would solve the problem. However, that is not so. A director of a company which has not filed its returns for 3 consecutive years is disqualified to become a director in any other company as per the Companies Act, 2013. In other words, his DIN gets blocked and he would not be able to start a new company.

  1. General Penalties-
  • The penalty for Non- Preparation of Financial Statements – 
It is punishable with imprisonment for a term which may extend to one year or with fine which shall not be less than Rs. 50,000 but which may extend to Rs. 500,000 or both.
  • The penalty for Non- filing of Income Tax Return Filing–
It will attract interest u/s 234A and i.e. if the assessee fails to file its income tax return within the time prescribed by section 139, then he shall be liable to pay interest @ 1% per month or part of the month from the due date of filing of return to the actual date of filing of its return. A further penalty can be levied up to Rs. 5,000 for non-filing of tax returns us 271F.
  • The penalty for Non-filing of Annual RoC forms– 
Additional fee leviable as per specified MCA slabs, which may extend up to 12 times of original fees. Apart from this, provisions for striking off the company and prosecution are also present.
  • The penalty for Non-filing of Annual RoC forms– 
Additional fee leviable as per specified MCA slabs, which may extend up to 12 times of original fees. Apart from this, provisions for striking off the company and prosecution are also present.

 

The compliance requirements can be complex, and business owners may not always be fully educated about the least rules and regulations and if you concerned about your company compliance status, consider hiring a human resources experts to protect your business legal and financial standing. After all, when it comes to noncompliance issues, ignorance of the law is no defense. 

 

We at  Wazzeer are vouched by entrepreneurs as the reliable Legal and Accounting Partner, we would be excited to help you, so Let’s Connect!

 

0

RoC Filing

The news of Over 2 lakh directors to be barred from board posts for not complying with RoC filing has been driving awareness among startup community and entrepreneurs have started to acknowledge the fact that certain things no matter has to be performed as per law. This blog we shall look into what one has to do during the final countdown of RoC filing.

 

An annual return is a snap-shot of a company’s financial information as they stood on the closing of financial year. It is perhaps the most important document required to be filed by the company with the ROC. Apart from the financial statement, this is the only document which is compulsorily filed with ROC every year irrespective of any event or happenings in the company. While financial statements give information on the financial performance of the company, it is the annual return which gives detailed disclosure and deep insight of the non-financial information of the company viz. operations of the private limited company, funding, control and management.


Filing of the annual return yearly with the registrar of companies is obligation of the management of the company. It helps the stakeholders to ensure that the company is administered in a proper manner.
As per the provisions of Companies Act, 2013; every Company have to file e-form MGT-7 (Annual Returns) within 60 from the date of Annual General Meeting and AOC-4 (Annual Accounts) within 30 days from the date of Annual General Meeting.


Every company prepare a return (hereinafter referred to as the annual return) in the prescribed form containing the particulars as they stood on the close of the financial year regarding –

  1. Its registered office, principal business activities, particulars of its holding, subsidiary and associate companies;
  2. Its shares, debentures and other securities and shareholding pattern;
  3. Its indebtedness;
  4. Its members and debenture-holders along with changes therein since the close of the previous financial year;
  5. Its promoters, directors, key managerial personnel along with changes therein since the close of the previous financial year;
  6. Meetings of members or a class thereof, Board and its various committees along with attendance details;
  7. Remuneration of directors and key managerial personnel;
  8. Penalty or punishment imposed on the company, its directors or officers and details of compounding of offences and appeals made against such penalty or punishment;
  9. Matters relating to certification of compliances, disclosures as may be prescribed;
  10. details, as may be prescribed, in respect of shares held by or on behalf of the Foreign Institutional Investors indicating their names, addresses, countries of incorporation, registration and percentage of shareholding held by them; and
  11. Such other matters as may be prescribed, and signed by a director and the company secretary, or where there is no company secretary, by a company secretary in practice: Provided that in relation to One Person Company and small company, the annual return shall be signed by the company secretary, or where there is no company secretary, by the director of the company.

 

Guidelines on annual filing

DIN (Director Identification Number) and DSC (Digital Signature Certificate)

Documents Required

Form

Description

Time line



Documents Required


ADT-1

Intimation about the Auditor of the company

Within 15 days of AGM

–       Consent letter from the Auditor.

–       Intimation to the Auditor.

–       Extract of the AGM.

AOC-4

Annual Return

Within 30 days of AGM

–       Financials of the company.

–       Director Report.

–       Auditor’s Report.

–       MGT-9


MGT-7

Financial Statement

Within 60 days of AGM



–       Shareholding pattern of the company.


AOC4-XBRL

For filing XBRL document in respect of financial statement and other documents

Within 29th October

 

–          Financial Statements


Signing of Documents

The Annual return of the Company must be signed by the Directors of the Company. The financial statements filed along with the Annual return must be audited and signed by a Chartered Accountant. Where there is no company secretary, by a company secretary in practice: Provided that in relation to One Person Company and small company, the annual return shall be signed by the company secretary or where there is no company secretary, by the director of the company.


When is the due date for filing annual returns?
Annual return is due before the 29th October this year or 6 months from the end of the financial year. In case of newly incorporated Company, an Annual General Meeting should be held within 18 months from date of incorporation or 9 months from the date of closing of financial year, whichever is earlier and an annual return should be filed with the MCA.



Procedure for annual return filing

Step 1: Preparing Financial Statements of the Company:

All companies are required to prepare financial statements of the company based on the Book of Accounts. Financial statements means any statement to provide information about the financial position, performance and changes in the financial position of an assessed and includes balance sheet, profit and loss account and other statements and explanatory notes forming part thereof.

Step 2: Appointing Auditor for the Company

Every Company must appoint its first Auditor within one month of the registration of the company. Any person who is a qualified Chartered Accountant in practice or a firm of Chartered Accountants can be appointed as the Auditors of the Company. However, the following persons / entities cannot be appointed as Auditor of a Company:

  • A body corporate;
  • An officer or employee of the company (irrespective of if he/she is a qualified Chartered Accountant);
  • a person who is a Partner or Director of the company;
  • A person who is indebted to the company;
  • A person who is in whole time employment elsewhere;

It is important to remember that the Auditor of the Company must be independent and not having bias towards the company. The term of an Auditors appointment would end at the conclusion of the Annual General Meeting of the Company; the company may re-appoint the same Auditor or may decide to replace the Auditor.

Step 3: Auditing the Financial Statement of the Company:

Audit plays an important role in the management of the Company. As per Companies Act, 2013 every company should appoint an Auditor to audit the accounts of the company and present their report on the accounts. The Auditor after being appointed by the Company would audit the financial statements of the Company and submit his/her report on the accounts of the Company to the members. The Auditor is also required to state in his report whether the accounts of the Company give a true and fair view of the state of affairs of the Company.

If the Auditor is not satisfied with the information / clarification provided in the financial statements of the Company, or if the Auditor has any reservation in respect of the account or book of accounts maintained by the Company, then he/she can bring the facts to the attention of the stakeholders by Qualifying the Audit report.

Step 4: Conducting Annual General Meeting

An Annual General Meeting is a meeting of the shareholders of a Company held every year. Companies Act, 2013 mandates that all company except One Person Company hold one Annual General Meeting every year. No company is exempt from this requirement. The date of any Annual General Meeting must be within 15 months from the date of immediately preceding Annual General Meeting. However, for a newly incorporated company, the first Annual General Meeting must be held within 18 months from the date of incorporation of the Company.

Step 5: Acquiring Documents

Arranging the documents together like financial statement of the company.  Examples, At the Annual General Meeting, the audited financial statements of the Company with the Auditor’s Report and Directors Report are placed before the members of the Company. The members of the Company on being satisfied about the financial statements of the Company can adopt the Annual Accounts of the company after due consideration. The financial statements of a company are considered final only after it is approved by the Shareholders of the company in the Meeting.

Step 6:  Form Filing

File the respective documents as mentioned on the above table.


Step 7: Pay Fee and charges for forms

Company having Authorized Capital of INR 1 Lakh is INR 300 for each Form AOC-4 and MGT-7, and Company having Authorized Capital of INR 5 Lakh or more is INR 400 for each Form.

Hence, A Company is required to file its balance sheet, profit and loss account, auditor’s report and annual return every financial year before the due date with the registrar of companies. Noncompliance with this provision will attract a fine that is charged while filing the e-Form. And, non-compliant with Income Tax filing, will restrict you from carrying your losses forward.

We at Wazzeer have built a smart platform of Legal and accounting professionals which include Chartered accountants, Company secretaries and corporate lawyers from different parts of the country. We can help your company in taking care of all the compliance related projects so that you can take the back seat and enjoy brainstorming sessions for your venture.

Please go through the below mentioned information which clarifies the list of Documents, Scope of work, Timeline and Pricing for filing the ROC and IT returns for your company.


Entrepreneurs generally are interested in these frequently asked questions :

Q1. What is the scope of work?

  • Annual Returns filing to RoC for the Financial Years ending March 31, 2017
  • Profit & Loss Statement filing to RoC for the Financial Years ending March 31, 2017
  • Audit Report filing to RoC for the Financial Years ending March 31, 2017
  • Income Tax Returns filing to IT Department for the Financial Years ending March 31, 2017

Q2. How much time does it take?

7-8 Working days.

Q3. How much will it cost?

Govt. Fees for the financial year ending March 31, 2017 – INR900/- (AOC-4, MGT-14 and ADT-1)

Professional Fees- In case of 0-10 Transactions – INR 8850 including GST charges (Fees- 7500 INR and 18% GST)

Payment terms: The fees will be collected in advance and kept as a deposit with Wazzeer. The amount will be released to the professional towards the government fees, out of pocket expense and professional fees as required and as the milestones are reached while completing the work. The release of the payment will be done only after confirmation from you (Client).

Please feel free to contact us for any of your queries, will be happy to take the complete authority and get this work delivered before deadline. 🙂

Relevant content for your reference:
Over 2 lakh directors to be barred from being board member in any new venture
How to restore companies that have been stricken off?
Consequences of not filing Annual Return

0

RoC Filing

An Annual Return is the most important document that is to be filed by every company with the Registrar of companies as this one document reflects the company performance on the close of the financial year. Annual return has to be filed with the RoC within 60 days from the date of Annual General Meeting (AGM). If the AGM is not held in any year, the return has to be filed within 60 days from the date on which AGM should have been held together with the statement specifying the reasons for not holding the AGM, on payment of such fee or additional fee as prescribed (Rule 12 of the Companies (Registration Offices and Fees) Rules, 2014. Similarly, the responsibility cannot be abandoned even if the company is inoperative except for the case where the company has been woundup or its name struck-off from the Register maintained by the Registrar of Companies, then the business need not file its annual returns. In this blog we intend to help business owners understand the Consequences of not filing Annual Return alias ‘RoC filing’.

 

Scenario when a company does not file Annual Returns:

To Director

Case 1: We will analyse the situation where the company has not filed its Annual Return before the expiry of a period of 270 days from the date by which it should have been filed with fee and additional fees

Director can be punished with imprisonment for a term which may extend to 6 months or with fine which shall not be less than INR 50K but which may extend to INR 50L, or with both (Section 92)

Case 2:  If the company has not filed its Annual Return for continuous period of 3 financial years, then every person who is or has been director of that company shall not be eligible for re-appointment as Director of that company or appointed in any other company for a period of 5 years from the date on which the said company fails to do so.

Case 3:  If in Annual Return, any Director or any Person makes a false statement or omits any material fact

Directors can be punished with imprisonment for a term which shall not be less than 6 months but which may extend to 10 years and shall also be liable to fine which shall not be less than the amount involved in the fraud, but which may extend to three times the amount involved in the fraud.

 

To Company

Case 1: If the company has not filed its Annual Return before the expiry of a period of 270 days from the date by which it should have been filed with fee and additional fees, the company shall be punishable with fine which shall not be less than INR 50K but which may extend to INR 15L

Case 2: If the Company has defaulted in filing Annual returns for the consecutive 5 previous financial years, the Company may be wound up by the Tribunal.


Given the seriousness of the RoC filing, business owners should consider filing their Annual Returns. We at Wazzeer can help you get RoC filing done seamlessly let’s connect.

 

 

 

 

0

RoC Filing

This news has been a buzz in the market and has put entrepreneurs and business owners in a tensed situation. Over 2 lakh directors to be barred from board posts for not complying in RoC filing. With reference to this article covered on Economic Times, we will be covering exclusively all the facts that you as a business owner and a director should know


Why were these directors name stricken off?

  • For not filing returns and
  • For not completing other formalities related to compliance after show-cause notice was served.

 

The Directors whose names have been barred:

  • Cannot hold any board position in new ventures
  • They will not have to step down from the board of other companies on which they are currently directors. 
  • The law allows the government to bar these directors from taking up any board position for five years 
  • In addition, their directorship on other boards is not being disturbed 

 

What founders should learn from this incident?

  • If you think the company is not moving towards a positive growth, change the company status either to Dormant Status or Close.
  • Be compliant with RoC filing.
  • Send well-thought response (after taking required advice from a Lawyer) to MCA notice before the deadline.


Wazzeer is vouched by Entrepreneurs as the most reliable Legal and Accounting Partner. We would be super excited to help you. Let’s Connect! 🙂

 

0