My company in Jodhpur 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 Jodhpur has not filed its annual return for the last two years, it is subject to penalties under the Companies Act, 2013, and you must take steps to regularize the filing.

According to Section 92 of the Companies Act, 2013, every company is required to file its annual return with the Registrar of Companies (RoC) within 60 days from the date of the Annual General Meeting (AGM). Failure to do so results in penalties as follows:

• For companies that fail to file their annual return, a fine of Rs. 50,000 is imposed.
• For continued defaults, an additional fine of Rs. 1,000 per day may be levied, subject to a maximum of Rs. 2,00,000.
• Directors and officers of the company may also be held liable, facing a fine up to Rs. 5,000 for each day of default, or they may be imprisoned for a term extending to six months.

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

• Check compliance: Review your company’s status and ensure that all necessary documents for the annual return are ready for filing.
• File overdue annual returns: Prepare the annual returns for the past two years and file them with the RoC. Use Form MGT-7 for filing the annual return.
• Pay penalties: Be prepared to pay the applicable fines and penalties as prescribed by the Act at the time of filing.
• File Form GNL-1: If your company has not filed the annual return for more than a year, you can file Form GNL-1 with the Registrar for condonation of delay.
• Seek professional assistance: It may be prudent to consult a company secretary or legal professional to ensure compliance and help mitigate penalties.

Additionally, Section 137 of the Companies Act, 2013 outlines the requirement for filing financial statements, and Section 403 provides for the imposition of late fees for filing defaults. It is critical to act promptly to avoid further penalties and legal complications.