eForm PAS-6 : New eForm at MCA New compliance by companies

 Attention unlisted Public companies in India, this new compliance is for you.

References/ Applicable Provisions:

1)  The Companies (Prospectus and Allotment of Securities) Third amendment Rules, 2018 dated 10^th September 2018

2)  The Companies (Prospectus and Allotment of Securities) Amendment Rules, 2019 dated 22^nd January 2019

3)  The Companies (Prospectus and Allotment of Securities) Third Amendment Rules, 2019 dated 22.05.2019  dated 30th September 2019

4)  MCA Circular No. 16/2019 dated 28^th November, 2019

5)  Sub Rule (8) of Rule 9A  of Companies (Prospectus and Allotment of Securities) Rules, 2014

 

What is PAS-6?

6)  eForm PAS-6 is an e-form under the Companies Act, 2013 which is filed to the Registrar of Companies (ROC) under whose jurisdiction the registered office of the company is situated.

7)  This form is filed on half-yearly basis i.e. twice a year.

8)  This form is needed to be signed by either a CA or CS in practice in addition to the Director of the company

9)  The purpose of this form is to file an audit report with respect to the reconciliation of the share capital of a company.

WHAT WAS THE NEED TO INTRODUCE eForm PAS-6?

10)               There were some unlisted public companies engaged in the malpractice of filing back dates forms to the concerned ROC. And it was necessary to bring a full stop to such practices and a need to introduce a form which re concile the information relating to share capital every half yearly. The stakeholders are now able to get the correct and true information on securities allotted by a company especially securities which are in demat form during a Financial Year

11)               Moreover, certification of this e-form by professionals like CA or CS makes the information contained in it more reliable for all the stakeholders.

What details are to be filled in PAS-6 ?

12)               Basic details of the company

13)               Issued capital of the company

14)               Number of shares held in dematerialized form

15)               Reasons for difference, if any, between the issued capital and the shares held in dematerialized form

16)               Details of changes in share capital during the half-year under consideration

17)               Details of shares held by Directors , Promoters and KMP

18)               Whether the register of members is updated or not

19)               Total number of demat requests, request pending and confirmed

20)               Details of the Company Secretary of the company

21)               Details of CA/CS certifying the form

 

Which companies are applicable to file eForm PAS-6 ?

22)               EVERY UNLISTED PUBLIC COMPANY” is required to file this form along with the prescribed fees

23)               Following companies are not required to file eForm PAS 3 even if they are unlisted public companies:

a.    Nidhi Company

b.    Government Company

c.    Wholly owned subsidiary company

 What is the Timeline for filing PAS-6 ?

1)  Firstly it is to be noted that this e-form is filed on half-yearly basis and therefore it is Not an annual compliance.

2)  This e-form is required to be filed within  60 days from the end of each half year (30^th September/31^st March)

What is the Synopsis/ Summary for Rule 9A read with sub-rule 8 and 8A of the Companies (Prospectus and Allotment of Securities) Rules, 2014 ?

This rule states that:

1)    Every Unlisted Public Company shall-

·         Issue the securities only in dematerialized form,

·         facilitate dematerialization of all its existing securities

 2)    Every unlisted public company making any offer for issue of any securities or buyback of securities or issue of bonus shares or rights offer shall ensure that before making such offer, entire holding of securities of its promoters, directors, key managerial personnel has been dematerialized in accordance with provisions of the Depositories Act 1996 and regulations made there under.

 3)    Every unlisted public company shall facilitate dematerialization of all its existing securities by making necessary application to a depository and shall secure International security Identification Number (ISIN) for each type of security and shall in-form all its existing security holders about such facility.

 4)    Every unlisted public company governed by this rule shall submit Form PAS-6 to the Registrar with such fee as provided in Companies (Registration Offices and Fees) Rules, 2014 within sixty days from the conclusion of each half year duly certified by a company secretary in practice or chartered accountant in practice.

 5)    The company shall immediately bring to the notice of the depositories any difference observed in its issued capital and the capital held in dematerialized form.

What is the recent update regarding PAS-6 ?

1)    MCA vide circular No. 16/2019 dated 28^th November, 2019 had stated that the time limit for filing Form PAS-6 without additional fees for the half-year ended on 30^th September, 2019 will be 60 days from the date of deployment of this form on MCA-21 portal.

2)    Recently, on 15^th July 2020 the form has been deployed on MCA-21 portal.

3)    Accordingly, the last date for filing the Form PAS-6 for the half-year ended on 30^th September, 2019 and 31^st March,2020 will be 13^th September, 2020