Annual Filing of Forms at Registrar of Companies for Financial Year 2014-15

Annual Filing for Financial Year 2014-15

Companies registered under Companies Act 2013, please take note that Annual filing time has come now.

MANDATORY FORMS REQUIRED TO BE FILED FOR ANNUAL COMPLIANCE (i.e Annual Filing pertaining to financial year beginning from 1^st April, 2014):

Annual return is a yearly statement, required to be filed by every company irrespective of their nature or status, which highlights the information about company’s various aspects pertaining to its composition, activities, and financial position.
Provided Every company is legally obligated to file annual return in Form MGT-7

Note:The Companies Act 2013 mandates to put information in Annual Return as on the last date of Financial Year irrespective of information stood on the date of AGM.

Forms to be filed	Purpose of filing	Provision	Date of filing	Attachments
Form AOC-3 & Form AOC-4	Filing financial statement with ROC	Section 92 of companies act, 2013	Within 30 days from the AGM	a balance sheet as at the end of the financial year, a profit and loss account, cash flow statement, a statement of changes of equity, where applicable And any explanatory note annexed or forming part of the Financial statement. MGT-9  annexure of annual return
Form MGT-15	Report on AGM	Section 121(1) of Companies Act, 2013	within 30 days of AGM	Minutes of the meeting the day, date, hour and venue of the annual general meeting; confirmation with respect to appointment of Chairman of the meeting; number of members attending the meeting; confirmation of quorum; confirmation with respect to compliance of the Act and the  Rules, secretarial standards made there under with respect  to calling, convening and conducting the meeting; business transacted at the meeting and result thereof; particulars with respect to any adjournment, postponement of meeting, change in venue; and any other points relevant for inclusion in the report
Form MGT-7	Annual return	Section 92 of companies act, 2013	Within 60 days from the AGM	Duly signed annual return List of directors List of shareholders List of transfers that took place during the year MGT-8 Certification by PCS

Following are the clarifications with regard to Annual Return & Financial Statement :

1) MCA vide General Circular No.10/2015 dated 13th July, 2015 extended  the time to file following Forms 

• AOC-4, AOC-4 (XBRL) and  MGT-7 till 31st October 2015.

Note: The above mentioned forms will be made available by end of September 

    
2) MCA modified the Version of 

• Form 20B, 

• Form 23AC,

• Form 21A,

• Form 23ACA,

• Form 23ACA (XBRL),

 w.e.f 1st August 2015 to ensure that filing related to F.Y. 2014-15 cannot be done through these forms. 

Refer to Article posted at csnehaseth Blog. Link below;

http://csnehasethassociates.blogspot.in/2015/07/relaxation-of-additional-fees-and.html

Penalty:

On Company-Fine which shall not be less than Rs.50, 000/- but which may extend to Rs5, 00,000/-

On Officer- Imprisonment for a term which may extend to 6 months or Fine which shall not be less than Rs.25,000/- but which may extend to Rs.5,00,000/- or with both.

On PCS- Fine which shall not be less than Rs.50, 000/- but which may extend to Rs.5, 00,000/–

For more information, please contact us at +919871903449 or drop email at csnehaseth@gmail.com

REGISTRATION of TRADEMARK IN INDIA

REGISTRATION of TRADEMARK IN INDIA

You are entrepreneur and you are thinking that the logo or the company name you registered should be protected so that no one else have right to copy the logo design and start marketing their business under your name, here’s the chance/ opportunity to safeguard your brand name easily.

Be it a visual symbol, which may be a word, name, device, label or numerals used by a business, its called Trademark. To distinguish it goods or services from other similar goods or services originating from a different business, you need to safeguard it. Registration of Trademark can also be obtained for a business name, distinctive catch phrases, taglines or captions. The Trademarks Act, 1999 provides protection to the owner of a trademark and imposes criminal liabilities for the infringement of the trademark owner’s rights.

To enjoy protection, the owner of a trademark must apply for registration with the Trademark Registrar of the Registry of Trademarks, India. But before we proceed ahead to understand the concept of Trademark in India, it is important to note that the name/ logo/ wordmark should be unique and meaningful, so that the chances to obtain it gets higher.

Keep in mind that the class you select for Trademark registration should be appropriate. To know the classes, see below;

What can be registered as trademark?

Any word, name, device, label, numerals or a combination of colors that can be represented graphically (in a paper) can be registered as a trademark. The trademark to be registered must also be distinctive for the services or goods for which it is proposed to be registered.

Who can apply for trademark registration?

Any person claiming to be the owner of the trademark used or proposed to be used can apply for trademark registration. The person can be an individual, company, NGO, etc.,

Duration For Trademark Application Process

About 12 to 18 months depending on various factors. Sometimes it can be longer if there are objections from the Registry or from third parties to be overcome.

Trademark Registration Tenure

It lasts 10 years and can be renewed for further period of 10 years. If you do not pay your renewal fee by the next renewal date, your mark will expire.

Use Public Search: 

It is recommended to conduct a Trademark availability search in order to check if any similar Trademark has been filed in India, which may oppose your registration. The cost of the search is generally quite insignificant in comparison to the costs of re-branding if there is difficulty in using the Trademark because it infringes the right of others.

http://ipindiaservices.gov.in/tmrpublicsearch/frmmain.aspx

Click the above link to check the availability. It is also recommended that you perform google search extensively to check whether the name you desire to register is already registered outside India.

Filing:

A trademark application can be filed for single or multi class.

Examination:

The Trademark office will examine the registerability of the application which includes distinctiveness, existing similarity with prior registrations, and completion of supporting documents, if accepted, the Trademark Office will issue an acceptance order and the Trademark is ordered for publication. 

Publication: 

Trademark applications accepted by the Registrar are published in Trademark Journal. Any interested party may file a notice of opposition to the registration of the mark within 3 months from the date of last publication.

Fees:

To apply for Trademark under one class, the government fees is Rs. 4000 INR one wordmark one class.

Documents/ Information required:

Name of the Applicant(s) (In case the Applicant is different from the company, mention both)
Designation of the Applicant: (Director/Proprietor/Partner etc.) Note: (N/A in case the applicant is Company, Partnership, Society, LLP) In case of two or more partners/directors, form should be filled in by each person separately.
Nationality:
Full Address of Applicant (Registered and Corporate Address in case of company): (District, State & Pin code are required)
Telephone No:
Fax No:
Email ID:
Description of the Business done and goods and services: (Eg. Manufacturer & Supplier of Laptops, Service Provider in the field of Law, Trader of agricultural products, Exporter of furniture etc.)
Name of Authorized Signatory (In case the applicant is not an individual)
Mark in Text (In case of Logo/Label please enclose soft copy or 10 hard copies)
Date from which Brand/Mark/Logo is being used: (DD/MM/YYYY) (Proof is required during the proceedings)
Is the mark registered in any other country than India? (If yes, please mention where and since when)
DOB of the Applicant

Also, it is required to submit the hard copy of Logo if you are safeguarding the logo design of your company

You can also download TM Manual from http://www.ipindia.nic.in/

To know more, call us at +9198719034449 or drop email at csnehaseth@gmail.com

How to form NGO/ Non Profit Making Company in India

Formation of Non Profit making Company:

When someone thinks to form NGO or Society or Trust or Section 8 Company (Earlier Section 25 Company), there come in mind various doubts, which is better, how to form, what are the minimum Requirements, documents required, etc. We have illustrated the idea to form Section 8 Company as per Companies Act 2013. I hope this will help you understand the concept in deep.

Meaning of Section 8 Company:

A Company which has main objective as Promotion of arts, science, commerce, sports, education, religion, charity or such other objectives, uses its profit for promotion of its objectives and doesn’t pay any dividend to its members. In simple words it is a Company with no intention to make a profit.

Who can form a Section 8 Company?

Any individual or association of persons can form a Section 8 Company.

How many people/ persons are required to form section 8 Company?

Minimum 2 people are required to set up a Section 8 company.

How to Register a Section 8 Company?

To register a section 8 company in India, the process is similar to the registration of other companies (Private Limited/ Public Limited) (except an additional license from RD (Regional Director) is required). 

Important point to be noted that Section 8 company cannot be formed in fast track in eForm INC 29

Procedure to register Section 8 Company:

1.    Obtain Digital Signature: It is compulsorily required to Obtain a  Digital Signature Certificate from authorized DSC issuing Company for at least one director to sign the E-forms related to incorporate like Form DIR 3, form INC.1 and other documents.

Documents Required:

-       PAN Card copy duly attested by Banker/ Gazetted Officer

-       Address Proof duly attested by Banker/ Gazetted Officer

-       Signed DSC Form affixed photo on it

2.    Obtain Director Identification Number: every individual intending to be appointed as director of a company shall make an application for allotment of Director Identification Number in form DIR.3 to the Central Government in such form and manner and along with such fees as may be prescribed.

Documents Required:

-       Self attested PAN

-       Self attested Address Proof

-       Passport Size colored photograph

3.    Name availability for proposed company: Name approval has to be obtained from the Registrar of Companies ["RoC"] by submitting an application in eForm INC 1. The name once approved by the authority is valid for 60 days. The Subscriber to the Memorandum and Articles of Association shall be the applicant for the availability of name application.

4.    License under section 8 for new companies with charitable objects: A person or an association of persons desirous of incorporating a company with limited liability shall make an application in Form No.INC.12,along with the prescribed fee, to the Registrar for a license under sub-section (1) of section 8.

Main attachments of Form INC.12 would be as follows:

(a)  The draft Memorandum of Association of the proposed company.

(b)  The draft Articles of Association of the proposed company.

(c)  The declaration in Form No.INC.14 by an Advocate, a Chartered Accountant, Cost Accountant or Company Secretary in practice,

(d)  The declaration by each of the persons making the application in Form No. INC.15.

(e)  An estimate of the future annual income and expenditure of the company for next three years, specifying the sources of the income and the objects of the expenditure

To know more or in case you need drafts, call us at +919871903449 or drop us email at csnehaseth@gmail.com

Relaxation of the additional fees and extension of last date of in filing of forms MGT-7(Annual Return) and AOC-4 ( Financial Statement) under the Companies Act, 2013

Ministry of Corporate Affairs

General Circular No. 10/2015

Dated:13^th July,2015

Ministry has clarified vide general circular 8/2014 dated 04/04/2014 that provisions of the Companies Act, 2013 relating to financial statement, auditors report and board’s report shall apply in respect of the financial years commencing on or after 1^st April,2014. Form AOC-4 or Form AOC-4 XBRL(Format of filing of financial statement) shall, as applicable, have to be used for filing of such statement for financial years commencing on and after 1^st April,2014. Attention is also invited to this Ministry’s general Circular 22/2014 dated 25/06/2014 wherein it has been clarified that MGT-7( Form of Annual Return) shall apply to annual returns in respect of financial years ending 1^st April,2014.

The electronic version of the Forms AOC-4, AOC-4 XBRL and MGT-7 are being developed and shall be made available for electronic filing latest by 30^th September 2015. In addition, a separate form for filing of Consolidated Financial Statement (CFS) with the nomenclature AOC-4 CFS will be made available latest by October 2015. MGT-7 has been notified while AOC-4, AOC-4 XBRL and AOC-4 CFS will be notified shortly.

In view of this, it has been decided to relax the additional fee payable on Forms AOC-4, AOC-4 XBRL and Form MGT-7 upto 31st October 2015. Further, a Company which is not required to file its financial Statement in XBRL format and is required to file its CFS would be able to do so in the separate form for CFS without any additional fees up to 30th November 2015.

For more information, please contact us at 9871903449 or drop email at csnehaseth@gmail.com

Participate in Board Meetings now through video conferencing

BOARD MEETINGS VIA VIDEO CONFERENCING

Board Meetings through Video Conference are now covered under Companies act, 2013:

Sections 173 and 174 of Companies Act, 2013 specifies the Board Meetings via Video Conferencing.

MODES OF PARTICIPATING IN BOARD MEETING:

1.    In Person

2.    Video Conferencing

3.    Audio visual means

           Video conferencing & Audio Visual means facilities shall be capable of recording  

           & recognizing the participation of the directors & storing the proceeding of such  

           meeting along with date and time.

WHO CAN PARTICIPATE IN MEETING THROUGH ELECTRONIC MODE:

1.    Chairperson

2.    Directors

3.    Company Secretary

4.    Any other person whose presence is required by the board.

They can participate either physically or through video conferencing without the permission of the board.

NOTICE OF THE MEETING:

1.    Company shall send the notice to all the directors before seven days of the meeting.(In case of shorter notice one independent director shall be present at the meeting)

2.    Such notice shall provide information about the option of video conferencing.

3.    A director intending to participate through video conferencing will intimate to Chairperson or Company Secretary of the Company (in the absence of any intimation, it assumed that the director shall attend the meeting in person).

RESPONSIBILTY OF CHAIRPERSON AND COMPANY SECRETARY:

1.    To safeguard integrity of meeting

2.    To ensure availability of proper video conferencing or audio visual means

3.    To record proceedings and prepare minutes of the meetings.

4.    To store, safekeeping and marking recordings of the meetings before the time of completion audit of that particular year.

5.    To ensure that only concerned directors ar3e attending meeting

6.    To ensure that the required quorum is present throughout the meeting.

PROCEDURE TO CONDUCT THE PROCEEDINGS OF THE MEETING:

1.    Inform the board the name of the person (other than directors) who are present at the meeting, at the request or with the permission of chair

2.    Confirm that the required quorum is complete.

3.    A roll call shall be taken by the chairperson:

·         At the commencement of the meeting.

·         When every director participating through video conferencing/audio visual means.

(ensure Name, the location from where Director is participating, that director has received the agenda and all the relevant material for the meeting).

IMPORTANT PROVISION:

1.    Intimation given in the beginning of calendar year to attend meeting through electronic mode shall be valid for the year.

2.    Scheduled venture of the meeting shall be specified in the notice and it shall be deemed to be place of meeting.

3.    Statutory registers required to be placed at the scheduled venue of the meeting.

4.    Registers deemed to be signed by the directors participating through electronic mode if they give their consent in this behalf.

5.    In case of interrupted or garbled statement, same shall be repeated or reiterated.

6.    Particulars of direct attended meeting through electronic mode shall be disclosed in minutes.

MATTERS NOT TO BE DEALT THROUGH VIDEO CONFERENCING OR OTHER AUDIO VISUAL MEANS:

1.    Approval of Annual financial statements.

2.    Approval of the Board’s report.

3.    Approval of prospectus

4.    Audit committee meeting for consideration of financial statement including consolidated financial statement, if any, to be approved by the board u/s 134(1).

5.    Approval of the matter relating to amalgamation, merger, demerger, acquisition and takeover.

To know more call us at 9871903449 or email us at csnehaseth@gmail.com

Understanding the event based compliances of a company under Companies Act 2013

There are many instances when you need to inform the Registrar of Companies for various changes, additions, deletions in action in your Private Limited Company, we have tried to cover every possible event in the given chart below;

1. Intimation of approval of Financial Statements and Board Report etc to the Registrar
eForm MGT 14 is required to be filed within 30 days of Board Meeting in which the financials have been approved. DELETED

2. Filing of Financials with ROC
eForm AOC 4 required to be filed within 30 days of AGM. AGM due date chart (Example) given below;

AGM due Date Chart

Particulars	Date
Date of Incorporation	21/07/2014
Date of closing of First FY	31/03/2015
Due date of first AGM (within 9 months from the date of closing first FY)	31/12/2015
Date of closing 2nd FY	31.03.2016
Due date of Second AGM (not more than 15 months from 1st AGM) Suppose 1st AGM held on 30.09.2014	31/12/2016
Due date of Second AGM (within 6 months from the date of closing of second FY)	30/09/2016
Due date of Second AGM shall be earlier of above two	30.09.2016

To know which is your First Financial Year, please click below;
http://csnehasethassociates.blogspot.in/2015/08/what-is-your-companys-first-financial.html

Documents required are;

- Copy of Audited Financials

- Supp or Test Audit Report

- P& L Account

-CSR Policy

-CSR Report

3. Internal Auditors Appointment

eForm MGT 14 is required to be filed within 30 days of Passing Board Resolution. 

4. Maintaining Books of Accounts at a place other than Registered Office of the Company

eForm GNL 2 is required to be filed with the ROC within 7 days of Board Meeting

5. When Books of Accounts are maintained electronically, then, also there is a requirement to intimate ROC

6. Issue of Equity shares on Private Placement/ Rights Issue or Bonus Issue

Check the Article on Private Placement below;

http://csnehasethassociates.blogspot.in/2015/06/how-to-raise-funds-in-private-limited.html

7. When you alter Share Capital, you need to intimate ROC within 30 days of passing Special Resolution along with Altered MOA & AOA

8. Appointment of New Director

First Get DSC of the new proposed Director, and apply for DIn (if not having already), then intimate ROC by filing eForm DIR 12 along with the consent to act as Director in Form DIR 2

9. Resignation by existing Director

Filing of Form DIR 11 & eForm DIR 12 along with the Resignation letter and proof of dispatch of notice of cessation

10. Filing for Appointment of Managing Director

When you are appointing MD, intimate ROC by filing Board Resolution within 30 days of passing Board Resolution. Even if you are re-appointing MD or filing for renewal, you need to intimate ROC within 30 days of BR 

11. Reappointment of Independent Director in General Meeting

Copy of Resolution along with copy of Explanatory Statement and Special Resolution and DIR 2 in eForm DIR 12 and eForm MGT 14

To know more, call us at 9540074449 or email us at csnehaseth@gmail.com