The Ministry of Corporate Affairs (the MCA) in the month of January & February 2019 has issued the following amendments notification under the Companies Act 2013 (the Act):
- Changes in Companies (Significant Beneficial Owners) Rules 2018 to identify individuals/entities having significant control over the affairs of a company
- Companies (Incorporation) Rules, 2014 mandating all the companies incorporated prior to 31 December 2017 to upload all their particulars of various compliances including details of registered office in Form INC 22A Active.
- Specified Companies (Furnishing of information about payment to micro and small enterprise suppliers) Order, 2019, mandating all the companies who receives goods or services from MSME and the payment for which is not made within 45 days from the date of acceptance or the date of deemed acceptance of goods or services from MSME to report such transactions in MSME Form I.
- Changes in Companies (Acceptance of Deposits) Rules, 2014 mandating all companies to file a return of deposits in Form DPT 3 with the MCA, furnishing information about file the transactions that has not been considered as deposit or both under the Companies (Acceptance of Deposits) Rules 2014 (Deposit Rules).
The action points under these notifications is as below:
|Sl. No||Particulars||Summary of Notification||Form to be filed||Due date|
|1.||The Companies (Significant Beneficial Owners) Amendment Rules 20191||Who shall
Every individual, who acting alone or together, or through one or more persons or trust, possesses one or more of the following rights in a company shall be deemed to be a significant beneficial owner (SBO):
Further, an individual is considered to hold a right or entitlement indirectly in the reporting company, if he satisfies any of the following criteria, in respect of a member of the reporting company, namely:
These rules shall not apply if the shares of a reporting company are held by the following entities:
|2.||Companies (Incorporation) Amendment Rules, 20192||
Every Company incorporated on or before the 31 December 2017 shall file the particulars of the Company and its registered office, in e-Form INC-22A_ACTIVE (Active Company Tagging Identities and Verification)
The Company before filing Form INC 22A Active shall ensure that it has filed the following pending forms as may be applicable:
The following companies are not required to filed Form INC 22A Active:
The Company will be marked as Active non-compliant and MCA would not allow to file the following forms unless the Form INC-22A Active is filed:
|Form INC 22A Active||On or before 25 April 2019.|
|3.||Requirement of filing of MSME Form-I3||With a view to support
the growth of and to protect the interest of MSME's, the MCA
has issued a notification dated 22 January 2019, mandating all the
Specified Companies4, whose supply
of goods or services from registered MSME and the respective
payments to these registered MSME suppliers exceed 45 days from the
date of acceptance or the date of deemed acceptance of the goods or
services, shall file the Initial Return in MSME Form I with
Ministry of Corporate Affairs
Details required to be collected from the MSME suppliers before filing the return with the MCA
Following details are required to be collected from MSME for the purpose of filing the said form:
Every company who receive goods or services from MSME and whose payments to MSME suppliers exceed forty-five days from the date of acceptance or the date of deemed acceptance of the goods or services as per the provisions of the MSME Act 2006 shall file the half yearly returns for the period ended April to September and October to March every year.
|MSME Form I||Within 30 days from the
date of Notification of the said Form5
Due date for filing half yearly return
|4.||The Companies (Acceptance of Deposits) Amendment Rules, 20196||Every Company shall have
to file Form DPT 3 providing particulars of transaction that
has not been considered as deposit7 or both. Thus, all companies other
than Government Companies will have to file Form DPT-3 also for
transactions that are listed under Deposit Rules.
Further the companies in its annual financial statements, are required to disclose about the money received from Directors (in case of companies other than private companies) and money received from Directors or relatives of Directors (in case of private companies only).
|Form DPT 3||On or before 22 April 2019|
4. 'Specified companies' means, all the Companies who get supplies of goods or services from MSME and the payment not made with-in 45 days from the date of acceptance or the date of deemed acceptance of goods or services.
5. MSME Form I is yet to be notified by the MCA
7. Transactions provided in Rule 2 of the Deposit Rules
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.