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Every company needs to file an annual return. Basically, this is a document that contains information about the activities that took place in the company in the last year and also other related details. This is filed at the end of every year. But before filing the annual return it has to be certified by a practising CS in certain cases certifying the particulars of the document to be true. Now let’s learn about Certification of Annual Return in detail.
Table of Contents
Annual Return according to the Section 92 of Companies Act 2013 is the yearly statement/document that gives information about the firm such as, the firm’s composition and various other related activities performed by the firm. The form for filing an annual return in MGT-7. This is filed with the Registrar of Companies. Every company needs to file an annual return with the MCA before 30th November, i.e. at the end of the year, irrespective of its type.
Under the norms
of the Companies Act 2013, annual returns are divided into three parts which
are as follows;
Form MGT 7 is the annual return form as per Section 92 of the Companies Act, 2013. This form is duly filled, signed and certified and then filed with the Registrar of Companies. Every company irrespective of their type has to file the annual return in form MGT 7 to the Registrar. The due date for filling this form is within 60 days from the date of commencement of the Annual General Meeting which is before 30th September at the end of the year.
Complying with Section 92 all companies need to get annual return certification. The types of companies who need to get certification by PCS in form MGT-8 are as follows;
Note- According to Section 92 of Companies Act 2013, in small companies and One Person Company the annual return is signed by the company secretary or only by the director if there is no CS in the company.
The main purpose
of filing Annual Return is to provide annual information of the company’s activities
to the Registrar of Companies and its members about the company’s registered
office, capital structure, debts, members, CS, directors, details of any
penalty imposed on company, details board meetings, debenture holders, etc.
It is the
responsibility of the management department of the company to file the Annual
Return. This helps shareholders to ensure that the company is working in
compliance with all the norms as prescribes by the government. It also helps to
monitor if the functions of the company are in the interest of its members and
According to Section 92(1) of the Companies Act, the annual return must be signed by the Director and Company Secretary. However, in small companies, the director certifies the document in the absence of a Company Secretary.
Certification of Annual Return is not mandatory in the case of small companies. According to Section 92(1) of the Companies Act and the Companies rules, 2014 the annual return must be certified by the Practicing / Company Secretary.
Form MGT 9 contains the following information divided into seven parts;
need to be obtained for verification to get the certification are as follows;
In companies other than One Person Company or small companies a practising company secretary certifies the annual return. The PCS issued the certification in the form MGT 8 which proves that all the particulars of the annual return to be true and in compliance with the provisions of this act. This is done as per the Sub-section 2, Section 92 of the Companies Act, 2013.
However, in small companies and One Person Company, this is done by the company director in case there is no company secretary.
Annual return according to this
section is a return that every company needs to file every year irrespective of
Certification is proof that states the particulars contained in the annual return are true and they are in compliance with the provisions of the Companies Act, 2013.
company who fails to file their annual return according to the Sub-section 5,
Section 92 of the companies Act, 2013 is liable for penalties as follows;
Every company needs to file an annual return with the Registrar of Companies before the 30th of September every year. That has to be certified before filing. Small companies and One Person Company it is signed by the company secretary or the director signs it in case there is no CS in the company.
Certifying proves the data to be correctly contained in it and also they are in compliance with the Companies Act, 2013. This is done in the form MGT 8 in case of prescribed companies. Furthermore, the form used by companies to file the annual return to the registrar is the form MGT 7.
Read our article:Incorporation of Company with Foreign Director
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