[See section
159]
ANNUAL RETURN
Contents and Form of Annual
Return of a Company having a Share Capital
Contents
1. The address of the registered office of
the company.
2. A summary specifying the following in
respect of each class of shares :
(a) the amount of the
authorised share capital of the company and the number of shares into which it
is divided ;
(b) the number of
shares issued, from the date of commencement of the company to the date of the
company's last annual general meeting :
(c) the number of
shares subscribed upto the date aforesaid :
(d) the paid-up share
capital upto that date :
3. The total number of non-convertible,
partly convertible and fully convertible debentures issued and outstanding on
the date referred to in sub-clause (b) of clause 2.
4. Particulars of the total amount of the
indebtedness of the company on the date referred to in sub-clause (b) of clause
2 in respect of all charges including mortgages which are required to be
registered with the Registrar under this Act.
5. A list-
(a) containing the
names and addresses of all persons who, on the date of the company's last annual
general meeting, are members or debenture holders of the company and of persons
who have ceased to be members or debenture holders on or before that day and
since the date of the annual general meeting with reference to which the last
return was submitted or in the case of the first return, since the incorporation
of the company.
(b) stating the number
of shares or debentures held by each of the existing members or debenture
holders, as the case may be, at the date referred to in sub-clause (b) of clause
2, specifying the number of shares or debentures transferred since the date of
the annual general meeting with reference to which the last return was submitted
or in the case of the first return, since the date of the incorporation of the
company by persons who are still members or debenture holders respectively, the
dates of registration of transfers, and the names of transferees & relevant
folio containing particulars thereof.
(c) if the names
aforesaid are not arranged in alphabetical order having annexed thereto an index
sufficient to enable the name of any person therein to be easily
found.
6. Particulars specifying name,
nationality, date of birth, date of appointment, Election Commission's Identity
Card No., if issued, and residential address with respect to the persons who at
the date of the company's last annual general meeting are the directors of the
company and with respect to any person who at the date is the manager or the
secretary or the company together with all such particulars, with respect to
those who had ceased to hold such office that is the office of director, manager
or secretary on or before the date of the last annual general meeting and since
the date of the annual general meeting with respect to which the last return was
submitted or in the case of the first return, since the incorporation of the
company.
7. Information whether the shares of the
company are listed on a recognised stock exchange.
FORM OF ANNUAL
RETURN OF A COMPANY HAVING A SHARE CAPITAL
ANNUAL
RETURN
The Companies Act,
1956 (1 of 1956)
Schedule V, Part
II
(See section
159)
1. Registration
Details
|
Registration No.
|
State Code (Refer Code List
1) | |
|
Registration Date
|
Whether shares listed on
| |
|
Date Month
Year |
recognised Stock
Exchange(s) | |
|
|
Y __ Yes, N __
No | |
|
If Yes, Stock exchange code
(Totals) |
A
B | |
|
(Refer Code list
2) |
| |
|
AGM Held
|
Y __ Yes |
Date of AGM/
|
|
|
N __ No |
Due Date
Date Month
Year |
II. Name and Registered Office Address of
Company
|
Company
Name |
| |
|
Address |
| |
|
Town/ City |
| |
|
State |
|
Pin Code
|
|
|
|
|
|
Telephone with
STD |
|
|
|
|
Area Code |
Number |
|
Fax Number |
|
|
|
Email
Address |
| |
|
|
| |
|
III. Capital Structure of the
Company (Amount in Rs. Thousands) Authorised Share Capital
Break-up | ||
|
Type of
Shares |
No. of
Shares |
Nominal Value (in
Rs.) |
|
(i) Equity |
|
|
|
(ii)
Preference |
|
|
|
Total Authorised
Capital |
| |
|
Issued Share Capital
Break-up |
| |
|
Type of
Shares |
No. of
Shares |
Nominal Value (in
Rs.) |
|
(i) Equity |
|
|
|
(ii)
Preference |
|
|
|
Total Issued
Capital |
| |
|
Subscribed Share Capital
Break-up |
| |
|
Type of
Shares |
No. of
Shares |
Nominal Value (in
Rs.) |
|
(i) Equity |
|
|
|
(ii)
Preference |
|
|
|
Total Subscribed
Capital |
| |
|
Paid Up Share Capital
Break-up |
| |
|
Type of
Shares |
No. of
Shares |
Amount Paid up (in
Rs.) |
|
(i) Equity |
|
|
|
(ii)
Preference |
|
|
|
Total Paid up
Capital |
| |
|
Debentures
Break-up |
| |
|
Type of
Debenture |
No. of
Debentures |
Nominal Value (in
Rs.) |
|
(i)
Non-Convertible |
|
|
|
(ii) Partly
Convertible |
|
|
|
(iii) Fully
Convertible |
|
|
|
Total
amount |
| |
IV. Directors/ Manager/ Secretary
Information (Past and Present)*
[Refer clause 6 of Part I of Schedule
V]
|
Name |
Surname
Middle Name
First Name | ||
|
Nationality |
I -
Indian |
Date of
birth |
|
|
|
F
Foreign |
|
Date Month
Year |
|
Designation
|
C - Chairman-cum-Managing
Director | ||
|
|
W - Whole Time Director, S -
Secretary, R - Manager | ||
|
|
D - Director, M - Managing
director | ||
|
Date of Appointment Election
Commission |
Date Month
Year |
Date of
Ceasing |
Date Month
Year |
|
Identity Card No. (if issued)
|
| ||
|
|
| ||
|
Name |
Surname
Middle Name
First Name | ||
|
Nationality
|
I - Indian |
Date of
birth |
|
|
|
F
Foreign |
|
Date Month
Year |
|
Designation
|
C - Chairman-cum-Managing
Director | ||
|
|
W - Whole Time Director, S -
Secretary, R - Manager | ||
|
|
D - Director, M - Managing
director | ||
|
Date of Appointment Election
Commission |
Date Month
Year |
Date of
Ceasing |
Date Month
Year |
|
Identity Card No. (if issued)
|
| ||
|
|
| ||
|
Name |
Surname
Middle Name
First Name | ||
|
Nationality
|
I - Indian |
Date of
birth |
|
|
|
F
Foreign |
|
Date Month
Year |
|
Designation
|
C - Chairman-cum-Managing
Director | ||
|
|
W - Whole Time Director, S -
Secretary, R - Manager | ||
|
|
D - Director, M - Managing
director | ||
|
Date of Appointment Election
Commission |
Date Month
Year |
Date of
Ceasing |
Date Month
Year |
|
Identity Card No. (if issued)
|
| ||
|
Residential
Address |
| |
|
Town/ City |
| |
|
District |
| |
|
State |
| |
|
Pin Code |
| |
|
|
| |
|
Residential
Address |
| |
|
Town/City |
| |
|
District |
| |
|
State |
| |
|
Pin Code |
| |
|
Residential
Address |
| |
|
Town/ City |
| |
|
District |
| |
|
State |
| |
|
Pin Code |
| |
|
|
| |
|
*Note: Additional Sheets may be
attached if needed. | ||
|
| ||
|
V. Details of Shares/ Debentures
Held at Date of AGM* | ||
|
Ledger Folio of Share/ Debenture
Holder | ||
|
Share/ Debenture Holder's
Name | ||
|
|
Surname
Middle Name
First Name | |
|
Father's/ Husband's
Name | ||
|
|
| |
|
Types of Share/ Debenture
|
1-Equity, 2-Preference
Shares, | |
|
|
3 - Debentures, 4 -
Stock | |
|
Number of Shares/ Debentures
Held/ |
| |
|
Stock, if
any |
Amount per share | |
|
|
(in Rs.) | |
|
Ledger Folio of Share/ Debenture
Holder | ||
|
Share/ Debenture Holder's
Name | ||
|
|
Surname
Middle Name
First Name | |
|
Father's/ Husband's
Name | ||
|
|
| |
|
Types of Share/ Debenture
|
1-Equity, 2-Preference
Shares, | |
|
|
3 - Debentures, 4 -
Stock | |
|
Number of Shares/ Debentures
Held/ |
| |
|
Stock, if
any |
Amount per share | |
|
|
(in Rs.) | |
|
*Note: Separate sheet may be
attached if needed. If number of such shareholders exceed 10, if so
desired, a text file may be submitted on a floppy or a cartridge tape in
the format given in Annexure III. | ||
|
|
| |
|
Address |
| |
|
Town/ City |
| |
|
District |
| |
|
State |
| |
|
Pin Code |
| |
|
|
| |
|
Address |
| |
|
Town/ City |
| |
|
District |
| |
|
State |
| |
|
Pin Code |
| |
|
|
| |
|
Address |
| |
|
Town/ City |
| |
|
District |
| |
|
State |
| |
|
Pin Code |
| |
|
|
| |
|
VI. Details of Shares/ Debentures
Transfers since date of last AGM (or in the case of the first return at
the time since the incorporation of the
company)* | ||
|
Date of Previous
AGM |
Date Month
Year | |
|
Date of Registration
of Transfer of
shares |
Date Month Year
| |
|
Type of transfer
|
1- Equity, 2 - Preference Shares, 3
- Debentures, 4 - Stock | |
|
Number of Shares/ Debentures
transferred |
|
Amount per share
(in Rs.) |
|
Ledger Folio of
Transferor |
| |
|
Transferor's
Name |
Surname
Middle Name
First Name | |
|
Ledger Folio of
Transferee |
| |
|
Transferee's
Name |
Surname
Middle Name
First Name | |
|
Date of Registration of
Transfer of shares |
Date Month
Year | |
|
Type of transfer
|
1- Equity, 2 - Preference Shares, 3
- Debentures, 4 - Stock | |
|
Number of Shares/ Debentures
transferred |
|
Amount per share
(in Rs.) |
|
Ledger Folio of
Transferor |
| |
|
Transferor's
Name |
Surname
Middle Name
First Name | |
|
Ledger Folio of
Transferee |
| |
|
Transferee's
Name |
Surname
Middle Name
First Name | |
|
| ||
|
*Note: Separate sheet may be
attached if needed. If number of such transactions exceed 10, if so
desired, a text file may be submitted on a floppy or cartridge in the
format given in Annexure IV. | ||
|
| ||
|
VII. Indebtedness of the Company
(Amount in Rs. Thousands) [Secured Loans including interest outstanding/
accrued but not due for payment] | ||
|
Amount |
| |
|
| ||
|
VIII. Equity Share Capital Break-up
(Percentage of Total Equity) | ||
|
(i) Government [Central &
State(s)] | ||
|
|
| |
|
(ii) Government
Companies | ||
|
|
| |
|
(iii) Public Financial
Institutions | ||
|
|
| |
|
(iv) Nationalised/Other
Banks | ||
|
|
| |
|
(v) Mutual
Funds | ||
|
|
| |
|
(vi) Venture
Capital |
| |
|
|
| |
|
(vii) Foreign Holdings (FIIs/ FCs/
FFIs/ NRIs/ OCBs) | ||
|
|
| |
|
(viii) Bodies Corporate (Not
Mentioned Above) | ||
|
|
| |
|
(ix) Directors/ Relatives of
Directors | ||
|
|
| |
|
(x) Other top 50 Share Holders
[Other than those listed above] | ||
|
|
| |
We certify that:
(a) the return states the facts as they
stood on the date of the annual general meeting aforesaid, correctly and
completely;
(b) since the date of the last annual
return the transfer of all shares, debentures, the issue of all further
certificates of shares and debentures have been appropriately recorded in the
books maintained for the purpose;
(c) the whole of the amount of dividend
remaining unpaid or unclaimed for a period of three years from the date of
transfer to the special account has been transferred to the General Revenue
Account of the Central Government as required under sub-section (5) of section
205A;
(d) the company has not, since the date
of the annual general meeting with reference to which the last return was
submitted, or in the case of a first return, since the date of the incorporation
of the company, issued any invitation to the public to subscribe for any shares
or debentures of the company;
(e) where the annual return discloses the
fact that the number of members of the company exceeds fifty, the excess
consists wholly of persons who under sub-clause (1) section 3 are not to be
included in reckoning the number of fifty;
(f) since the date of annual general
meeting with reference to which the first return was submitted or in the case of
a first return since the date of the incorporation of the private company, no
public company or deemed public company has or have held twenty-five per cent,
or more of its paid up share capital;
(g) the company did not have an average
turnover of Rs. ten crores or more during the relevant
period;
(h) since the date of the annual general
meeting with reference to which the last annual return was submitted or since
the date of incorporation of the company, if it is first return, the company did
not hold twenty-five per cent or more of the paid up share capital of one or
more public companies; and
(i) the private company did not accept or
renew or invite deposits from the public.
Signed
Director:
__________________________
Director/ Managing
Director/ Manager/ Secretary: ___________________________
Secretary in whole time
practice: ________________________
CP No.:
______________________
Note: Certificates to be given by a
Director and Manager/ Secretary or by two Directors where there is no manager or
secretary. In the case of a company whose shares are listed on a recognised
stock exchange, the certificates shall also be signed by a secretary in whole
time practice.
Annexure
I
Code List 1: State
Codes
|
State Code |
State Name |
State Code |
State
Name |
|
01 |
Andhra
Pradesh |
02 |
Assam |
|
03 |
Bihar |
04 |
Gujarat |
|
05 |
Haryana |
06 |
Himachal
Pradesh |
|
07 |
Jammu &
Kashmir |
08 |
Karnataka |
|
09 |
Kerala |
10 |
Madhya
Pradesh |
|
11 |
Maharashtra |
12 |
Manipur |
|
13 |
Meghalaya |
14 |
Nagaland |
|
15 |
Orissa |
16 |
Punjab |
|
17 |
Rajasthan |
18 |
Tamil
Nadu |
|
20 |
Uttar
Pradesh |
21 |
West
Bengal |
|
22 |
Sikkim |
23 |
Arunachal
Pradesh |
|
24 |
Goa |
52 |
Andaman
Islands |
|
53 |
Chandigarh |
54 |
Dadra
Islands |
|
55 |
Delhi |
56 |
Daman &
Diu |
|
57 |
Lakshadweep |
58 |
Mizoram |
|
59 |
Pondicherry |
|
|
Annexure
II
Code List 2: Stock
Exchange Codes
|
Exchange
Code |
Stock
Exchange |
Exchange
Code |
Stock
Exchange |
|
A1 |
Bombay |
B1 |
OTCEI |
|
A2 |
Delhi |
B2 |
Nagpur |
|
A4 |
Calcutta |
B4 |
Coimbatore |
|
A8 |
Madras |
B8 |
Cochin |
|
A16 |
Bangalore |
B16 |
MP |
|
A32 |
Hyderabad |
B32 |
Jaipur |
|
A64 |
Ahmedabad |
B64 |
Rajkot |
|
A128 |
Pune |
B128 |
Gauhati |
|
A256 |
Kanpur |
B256 |
Bhubaneshwar |
|
A512 |
Ludhiana |
B512 |
Magadh |
|
A1024 |
National Stock
Exchange |
B1024 |
Vadodra |
|
|
|
B2048 |
Rajkot |
Note: If listed in more than one
exchange, add the respective codes to arrive at the Totals under the same
category. For example a company listed in Bombay, Pune, Nagpur and Cochin will
fill the exchange codes as follows:
|
|
Annexure
III
Shares/ Debentures
held: (format for floppies)
1. Registration
Details
|
Field |
Type |
Length |
Format/
Value |
|
State Code |
Number |
2 |
|
|
Registration
No. |
Number |
6 |
|
|
Date of
AGM |
Date |
8 |
(DD/ MM/
YY) |
|
Date of last
AGM |
Date |
8 |
(DD/ MM/
YY) |
Note: The first text file cid.txt will
contain the data for above field for company
identification.
V. Shares held by Share
Holders
|
Field |
Type |
Length |
Format/
Value |
|
Ledger folio of
Shareholder |
Character |
8 |
|
|
Name of
shareholder |
Character |
20 |
Surname Middle name First
name |
|
Father's/ Husband's
Name |
Character |
2 |
Surname Middle name First
name |
|
Residential
Address |
Character |
40 |
|
|
Town/ City |
Character |
20 |
|
|
State |
Character |
20 |
|
|
Pin Code |
Number |
6 |
|
|
Type of
Share/Debenture |
Number |
1 |
1. Equity, 2.
Preference. |
|
|
|
|
3. Debentures, 4.
Stock |
|
Number of
shares/Debenture |
Number |
6 |
|
|
Amount per
Share/Debenture |
Number |
6 |
|
|
Note: The second text file shh.txt
will contain the data for above fields for the shareholders/debenture
holders. The files may be submitted in 5.25"
or 3.5" floppies (preferably 3.5") or 60/150 MB Normal Cartridge Tapes
(mini Cartridges not acceptable). The Floppies/ Cartridges may be
formatted in DOS/ Unix. | |||
|
Annexure
IV Shares
transferred: (format for floppies) I. Registration
Details | |||
|
Field |
Type |
Length |
Format/
Value |
|
State Code |
Number |
2 |
|
|
Registration
No. |
Number |
6 |
|
|
Date of
AGM |
Date |
8 |
(DD/ MM/
YY) |
|
Date of last
AGM |
Date |
8 |
(DD/ MM/
YY) |
|
Note: The first text file cid.txt
will contain the data for above field for company
identification. | |||
|
| |||
|
VI. Transactions after the last
AGM | |||
|
Field |
Type |
Length |
Format/
Value |
|
Date of Transfer of
Shares |
Date |
8 |
(DD/ MM/
YY) |
|
Type of
Share/Debenture |
Number |
1 |
1. Equity, 2.
Preference. |
|
|
|
|
3. Debentures, 4.
Stock |
|
Number of Shares/
Debenture |
Number |
6 |
|
|
Amount per Share/
Debenture |
Number |
6 |
|
|
Ledger folio of
Transferor |
Character |
8 |
|
|
Name of
Transferor |
Character |
20 |
Surname Middle name First
name |
|
Ledger Folio of
Transferee |
Character |
8 |
|
|
Name of
Transferee |
Character |
20 |
Surname Middle name First
name |
Note: The second text file sht.txt will
contain the data for above fields for each such share
transfer.
The files may be submitted in 5.25" or
3.5" floppies (preferably 3.5") or 60/150 MB Normal Cartridge Tapes (mini
Cartridges not acceptable). The Floppies/ Cartridges may be formatted in DOS/
Unix.]