The Ministry of Corporate Affairs (“MCA”) notified the Companies (Registration Offices and Fees) Second Amendment Rules, 2019 and the Companies (Incorporation) Fourth Amendment Rules 2019 effective from April 25, 2019. By these notifications, the MCA has extended the deadline for filing e-form – ACTIVE (form INC – 22A) to June 15, 2019.
Since the outset, many companies have been experiencing difficulties in filing this form such as auditor’s details not getting prefilled in certain cases, compliance by dormant companies, companies in management disputes and companies having a different financial year. This extension is a big relief since the companies have got more time to comply with this. This is a no-fee form till June 15, 2019, and there will a late fee of INR 10,000 in case of delayed filing. Moreover, the non-compliant company will be barred from filing multiple e-forms such as those for increase in authorized capital, allotment of shares, directors’ appointment and resignation (except cessation), shifting of registered office and filing of copy of order for amalgamation or demerger.
Further, as per the previous requirement, two photographs of the registered office’s external building and inside office, showing at least one director who has affixed his/her Digital Signature (“DSC”) had to be attached. Most companies interpreted it as two photographs of registered office showing (i) external building, and (ii) inside office with at least one director who has affixed his/her DSC. This became a disputed subject since the professionals refused to accept latter interpretation and certify such forms. Consequently, the Institute of Company Secretaries of India, after discussion with the MCA, held a webinar on March 28, 2019 and clarified that two photographs should be of (a) external building showing name, registered office address, Corporate Identification Number and GSTIN (if any) of the Company, and (b) internal premises. In both photographs, a Key Managerial Personnel or director should also be present. However, the MCA may come up with further clarifications on this.