Speaker- Ajay Garg Former Director, Corporation Bank

Filing of ROC Returns

DATE- 19th October, 2015

Time- POST LUNCH SESSION

VENUE- CA. S.S. Periwal Auditorium, ICAI Bhawan,Pakhowal Road,

LudhianaORGNISER- Ludhiana Branch of icai

Speaker- Ajay Garg Former Director, Corporation

Bank

COMPANIES ACT, 2013

ANNUAL FILING FORMS 2015

FILING OF ROC RETURNS…..

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Annual Return

Section 92(1), Rule 11 (1) of Co.

Mgt. & Administration)

FORM MGT-7


Non XBRL filing

Annual Return

Board Report

Annual Filing

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Notice


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Financial StatementsS 129, S 137

FORM AOC-4/ AOC-4(XBRL)Form getting updated every alternate day


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Regularization of

Director

FORM DIR-12


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Approval of Financial Statements &Board

Report

FORM MGT-14(Deleted from Rules But

still there in Sec- 179(3) of

the Act)


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Authorization For Related

Party Transaction

S- 188

FORM MGT-14(AOC-2 Needs to be attached

with Directors Report)


Section 121

Form MGT-15

Report on AGMListed Company

Within 30 days of AGM

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Information to the Registrar by Company

for appointment of Auditor

S-139, S-141

FORM ADT-1(No need in case of Ratification.

If ratification fails then Board empowered S139(8))


Section -93

Form MGT-10 Listed companies to be more vigilant and informative

Reporting 15 days

Change in Shareholding Pattern of

•Promoters or

•Top 10 shareholdersTeam AGBians


ANNUAL

RETURN

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MGT-7 (Most Exhaustive

Form)

Annual Return (More

disclosures than Compliance

Certificate)Team AGBians


Attachments to MGT-7

•List of Share holders• Form MGT-8-LISTED & Others

COMPANIES- C7R11(2)• Approval Letter Extension of

AGM, if any

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Additional Disclosures-Annual Return

PAN of the Company

Principal Business Activity of the Company

Particulars of Holding, Subsidiary, JV, Associate Companies

Turnover and Net worth as per CA 2013

Shareholding Pattern- Promoters & PublicTeam AGBians


Turnover

of Company As per S-2 (91)

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Net Worth

of Company As per S-2(57)

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Remuneration of KMP & Directors

Details of shares held by Foreign Institutional Investor

Meetings of members/class of members / Board / Committees of the Board of Directors

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Meetings of members

Details about committees

Meetings of various Committees along with attendance details

Compliance of Section 92(2), In Case of Listed & Other (10:50) Companies - Form MGT-8 (As an Annexure to MGT-7)

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Penalties Section 92(4)(5)

Non submission of-Annual return within stipulated time

60 days

SECTION -403 –within a period of 270 days from the completion of above 60 days

Officers in default -Imprisonment/fine /or both

Imprisonment-6 months

Fine- -50000 -5000000

Company--Fine-50000 -5000000

CSP- Fine – 50000-500000Team AGBians


Section -96 (1)One person company (OPC)

AGM

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Yes MGT -7

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FINANCIAL STATEMENTS

Non - xbrl

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Annexures to FORM AOC-4

Copy of financial statements duly authenticated as per section 134 (including Board’s report, auditors’ report and other documents)

Company CSR policy as per sub-section (4) of section 135, if Any


Section 134 (6)Financial

StatementForm AOC-4

Clubbing of Forms 23AC&ACA

Approved by BOD Before Signed by Chairperson

Signed by Two Directors CEO / MD Must Also by CFO & CS In OPC, Signed By one

Director Team AGBians


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Annexures to FORM AOC-4

XBRL

XBRL financial statements duly authenticated as per

section 134 (including Board's report, auditors‘

report and other documents)

Statement of subsidiaries as per section129-Form AOC-1

(To be attached in respect of Foreign subsidiaries)


Financial Statement

Digital SignaturesForm AOC-4/ Form AOC-4

XBRL

-Director/ Manager/ CEO/ CFO/ Secretary of the Company

-Certificate by Practicing Professional- CA/CS/CWA Team AGBians


FINANCIAL STATEMENTS

Xbrl

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Extensible Business reporting Language (XBRL ) Filing

Applicability-

Listed Companies

Indian Subsidiaries of Listed Companies

Companies having Paid up share Capital Rs. 5 crore & above

Companies having turnover of Rs. 100 Crore & more

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Extensible Business reporting Language (XBRL ) Filing

Few Popular Software Vendors for XBRL –

Webtel Electrosoft Pvt. Ltd

Rhapsody Accounting and Advisory Services Private Limited

Alphabricks Technologies Private Limited

Skorydov Systems Private Limited

Softpark 21 India

Taxmann Allied Services Private Limited

Relyon Softech Ltd

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MGT-14

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Approval of Financial

Statement & BR- Sec 179(3)(g)

Notification Dated 18.03.2015

Amendment in Rule 8 Chapter XII


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ADT-1

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Appointment of Auditor -Form ADT-1

Ratification of Auditor- NO form Specified

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If Ratification of Auditor Fails

Casual Vacancy

Power goes to the BOD

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Rotation of Auditors

Sec 139(2)

5 and 10 S139(2)L/PLC10/PTC20/

PB50CXIR6

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Annual Filing

Right time to understand

Director’s Report, Auditor’s Report

and Annual Return

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NOTICE

To

AGMTeam AGBians


Notice

21 Days Clear Notice

Members, Directors, Auditors Team AGBians


Notice

AGM at Shorter Notice

(Consent of 95% Shareholders)

Circular Dated 21.07.2015

Circulate financial Statements along

with Notice

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Agenda to AGM

Ordinary Business S102(2)

Approval of FS, BR & AR

Appointment/ ratification &

Remuneration of Auditors

Ratification of Remuneration of Cost

AuditorRe/Appointment in place of / retiring of

DirectorsDeclaration of

Dividend

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Agenda to AGM

Special Business

App. Of Independent Directors

Regularization of Additional Director

Authorization to Related Party

Reappointment/Remuneration of MD

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BOARD’S

REPORT

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Additional Disclosures-Board Report as Per CA- 2013

Contract and arrangement with Related Parties-

Sec 188- Form AOC-2

Amounts, if any, co. proposes to transfer to

ReservesTeam AGBians


Future Prospects (Material Changes)

Risk Management Policy

Revision of Financial Statements S131(1)

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• Conservation, Technology Absorption & Foreign exchange-S134(3)(m)-CIXR8(3)

• Corporate Social Responsibility As Annex.

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Formal Annual Evaluation Mechanism- L /PLC >25

Nature of Business,

Change in Directorate/ KMP

Change in Status of Subsidiary, JV or Associate Companies

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Details Relating To Deposits Covered Under Chapter V

Internal financial Control

Corporate GovernanceAppointment of

Cost Auditor-Sec 148 and Cost Audit Rules Team AGBians


Significant and Material Orders passed by the

Regulators or Courts or Tribunals, etc-

Name and Place of the Regulator, Court or tribunal

Date of OrderImpact of OrderWhether appealed at

higher forum or accepted Team AGBians


Disclosure under

SHWW (Prevention, Prohibition

and Redressal) Act, 2013

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Other Disclosures

Disclosure under S131(1)- Revision of Financial Statement/ Board Report;

Disclosure under S149(10) - Appointment of Independent Director;

Disclosure under S177(8)-Audit Committee –rejection of recommendation

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Other Disclosures

Vigil Mechanism under Prov. to S177 (10)

Disclosure on under Prov. to S197(12)- Remuneration to Director

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Signing Provision-

Chairperson, if authorized by BOD

At least two directors, one of whom shall be MD

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AUDITOR’S

REPORT

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COMPANIES (AUDITOR’S REPORT) ORDER, 2015

UNQUALIFIED OPINION

QUALIFIED OPINION

ADVERSE OPINION

Categories of Auditor’s Report

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COMPANIES (AUDITOR’S REPORT) ORDER, 2015

Applicability:Applicable to all companies except-

Banking companyInsurance CompanySection 8 CompanyOne Person CompanyPrivate limited Company-

Paid up capital & reserves not more than 50 lac; and

Doesn’t have loan outstanding exceeding 25 lac at any point during financial year; and

Doesn’t have a turnover exceeding 5 crore Team AGBians


Usual Mistakes while doing MCA filing

Mismatch between e-forms and attached documents.

Mismatch between documents and details entered in Forms

Mismatch of name of city and area code

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Software updation

Improper, incomplete attachment not properly linked

Proper size of the Form

Attachments to be in .pdf form

Latest form to be filled and uploded

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Registered DSC

Ignorance of time limits

Membership No. of Secretary of Company to be registered with MCA

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Major Challenge

Filing on Time

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Extension for Filing-

GC. 10/2015 dated

13/07/2015


Ajay Garg Team AGBians

[email protected]

09811386723

FEELING HONORED WITH THIS DELIBERATION

THANK YOU….!!!!

http://www.agbcorplegal.com/

Documents

Speaker- Ajay Garg Former Director, Corporation Bank