In exercise of the powers conferred by sub-section (9) of section 12 and subsections (1) and (2) of section 469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further to amend the Companies (incorporation) Rules, 2014, namely: -
1. (1) These rules may be called the Companies (Incorporation) Amendment Rules, 2019.
(2) They shall come into force with effect from February 25, 2019.
2. In Company (Incorporation) Rules 2014, Rule 25A has been introduced after Rule 25.
Mandatory for companies incorporated on or before 31st December 2017.
Active Company Tagging Identities and Verification (ACTIVE)
What the rule says:-
1. Every company incorporated on or before December 31, 2017, shall file the particulars of the company and its registered office, in e-Form ACTIVE (Active Company Tagging Identities and Verification) on or before 25.04.2019. 2. Any company which has not filed its due financial statements under section 137 or due annual returns under section 92 or both with the Registrar shall be restricted from filing e-Form-ACTIVE unless such company is under management dispute and the Registrar has recorded the same on the register:
Companies who are not under the preview of this rule-
Companies which are under the process of Strike Off
Struck Off Companies- Whether by ROC/ Suo Motto
Companies under liquidation
Companies under Amalgamation
Companies which are Amalgamated or dissolved
Consequences of Late / Non-Filing-
In case a company does not intimate the said particulars, the Company shall be marked as "ACTlVE-non-compliant" on or after April 26, 2019, and shall be liable for action under sub-section (9) of section 12 of the Act:
Further, no request for recording the following event-based information or changes shall be accepted by the Registrar from such companies marked as "ACTIVE non-compliant". unless "e-Form ACTIVE" is filed -
(i) SH-07 (Change in Authorized Capital);
(ii) PAS-03 (Change in Paid-up Capital);
(iii) DIR- 12 (Changes in Director except for cessation);
(iv) INC-22 (Change in Registered Office); and
(v) INC-28 (Amalgamation, de-merger).
Further, the company's KYC will be done by filling in longitude and latitude and then be verified by OTP on company's Email ID.
After all this, we have to further give details like names of all directors, details of Auditors, details of CEO, CFO, MD, Company Secretary, Annual Filing.
Due date - on or before April 25, 2019.
After that the penalty is 10,000/- and further penalty as per Section 12 of the Act.
It also has to be noted that before Form ACTIVE is filed, it is mandatory to complete the Annual filling pending till date.
DETAILS TO BE FILLED IN E-FORM INC-22A (ACTIVE)
Name and Registered Office of the Company
Latitude and Longitude of Registered Office
Email Id and OTP Verification- mentioned in E-Form INC-22A (ACTIVE)
Details of Directors
Details of Statutory Auditors- Category, PAN of Auditor/ Firm, Membership No., Period of Accounts for which appointed
Details of Cost Auditor
Details of KMP- MD/CEO/WTD (DIN/PAN, Name, Designation)
Details of Company Secretary
Details of CFO
Details of E-Forms- SRN of Annual forms AOC-4 and MGT-7 for FY-2017-18
Address Proof of Registered Office
Photograph of RO showing External and Internal building
Office showing at least one director/ KMP who affixed his/her DSC in E-Form INC-22A
Certification of Professional.
Find below link of MCA circular for your ready reference:
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