Non filing of annual returns

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UBEIDULLA (Querist)
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22 September 2022 A private limited company formed in 2018 ,have not commenced business and failed to file the annual returns so far. They want to file the annual returns. What will be the filing fees and late fees for filing the returns approximately.
Can the experts give some details please.

Aashok Kumar Sharma online

Aashok Kumar Sharma

(Expert)
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09 July 2024 If a private limited company formed in 2018 has not commenced business and failed to file annual returns so far, and now wishes to file the returns, here's an approximate overview of the filing fees and late fees:

1. **Annual Filing Fees**: Annual filing fees for private limited companies in India depend on their authorized capital. Here's a general breakdown based on authorized capital:

- For companies with authorized capital up to ₹1 lakh: ₹200
- For companies with authorized capital between ₹1 lakh to ₹4.99 lakhs: ₹300
- For companies with authorized capital of ₹5 lakhs or more: ₹400

Since your company has not commenced business, the authorized capital might be minimal or as per the initial subscription, which typically is lower. Therefore, the filing fee would likely be in the range of ₹200 to ₹400.

2. **Late Fees**: The late fees for filing annual returns are as follows:

- Up to 30 days: ₹100 per day of delay
- More than 30 days and up to 60 days: ₹200 per day of delay
- More than 60 days and up to 90 days: ₹300 per day of delay
- More than 90 days: ₹100 per day of delay, subject to a maximum of ₹1 lakh

Since the company has not filed annual returns since incorporation in 2018, the late fees could accumulate significantly depending on the number of years of non-compliance and the delay period.

3. **Additional Considerations**:
- **ROC Compliance**: Apart from the annual filing of financial statements and annual returns (Form AOC-4 and Form MGT-7), there might be additional compliance requirements if any board meetings or statutory meetings were due.
- **Director Disqualification**: Directors of companies that fail to file annual returns can face disqualification from being directors in other companies as well.

4. **Steps to Take**:
- Gather all financial information and prepare the annual financial statements (AOC-4).
- Prepare the annual return (MGT-7).
- Calculate the late fees based on the period of delay and ensure the appropriate amount is paid along with the filing fees.
- File the overdue annual returns and pay the fees online through the MCA (Ministry of Corporate Affairs) portal.

Given the company's situation, it's advisable to consult with a company secretary or a professional familiar with ROC compliance to ensure accurate filing and compliance with all statutory requirements. They can also provide guidance on any additional steps required to bring the company's compliance up to date.

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