My company in Howrah has not filed its annual return for the last two years; what penalties apply and how can I regularise the filing?

Detailed Legal Analysis

If your company in Howrah has not filed its annual return for the last two years, it may face penalties, but you can regularize the filing by following specific steps as outlined under the Companies Act, 2013.

According to Section 92 of the Companies Act, 2013, every company is required to file its annual return within 60 days from the date of holding its annual general meeting (AGM). If this requirement is not met, penalties apply under Section 92(5) and Section 137.

• Penalties for Non-filing:
  • The company may incur a penalty of ₹100 for each day of default, subject to a maximum of ₹5,000.
  • Every officer of the company who is in default may also face a penalty of ₹1,000 for each day of default, with a maximum penalty of ₹1,00,000.

To regularize the filing of the annual return, follow these steps:

• Preparation of Annual Return:
  • Gather all relevant financial statements and details required for the annual return.
  • Ensure the financial statements are audited if the company qualifies for audit as per Section 139.
• Filing with Registrar:
  • Access the Ministry of Corporate Affairs (MCA) portal.
  • Log in using the company’s credentials.
  • Fill out the necessary forms – typically, Form MGT-7 for the annual return and Form AOC-4 for financial statements.
  • Pay the requisite filing fees along with any additional fees for delayed filings, as per the Companies (Registration Offices and Fees) Rules, 2014.
• Regularization through Applicability of Section 403:
  • If the company fails to file the annual return within the stipulated time, it may need to file an application for condonation of delay with the Central Government under Section 403.
  • Prepare to provide justifiable reasons for the delay and await approval from the Registrar of Companies (RoC).

It is advisable to seek assistance from a company secretary or legal expert in corporate law to ensure compliance and to mitigate penalties effectively.