Annual Returns of Companies

Annual Returns of Companies

Every company is required to file an annual return with the Registrar of Companies. The object is that any alteration is the company’s constitutions that have been affected during the year are noted by the Registrar. Annual return statements are of two types: Annual return of a company with share capital and annual return of a company without share capital.

Annual Return of a company with share capital: It is mandatory for a company having share capital that it files annual return with the Registrar of Companies within 30 days from the date of its annual general meeting. According to Part I of schedule V of the Companies Act, the annual return of a company shall have an account of the following:

a)      Its registered office, principal business activities, particulars of its holding, subsidiary and associate companies;

b)      Its shares, debentures and other securities and shareholding pattern;

c)       Its indebtedness;

d)      Its members and debenture holders along with changes therein since the close of the last financial year;

e)      Its promoters, directors, key managerial personnel along with changes therein since the close of the last financial year;

f)       Meetings of members or a class thereof, Board and its various committees along with attendance details;

g)      Remuneration of directors and key managerial personnel;

h)      Penalties or punishment imposed on the company, its directors or officers and details of compounding of offences;

i)        Matters related to certification of compliance's, disclosures; and

j)        Such other matters as may be prescribed,

And signed both by a director and the Company Secretary, or where there is no Company Secretary, by a Company Secretary in whole-time practice:

Annual return by company not having a share capital: Every Company not having share capital must, within 30 days of its general meeting, file its annual return with the Registrar of Companies stating the following:

(a) the address of the registered office of the company;

(b) in a case in which the register of members is, under this Act, kept elsewhere than at that office, the address of the place where it is kept;

(c) particulars of the total amount of the indebtedness of the company in respect of all charges, whether required be registered with the Registrar or not;

(d) all such particulars with respect to the persons who, on the day to which the return is made up, are the directors, managers or secretaries of the company as are required to be contained in the register of directors, managers and secretaries;

(e) the name and address of the auditor of the company; and

(f) such other matters relating to the accounts of the company and to the unclaimed moneys held by the company as are prescribed.