(1) The books containing the of any general meeting of a company or of a resolution passed by , shall—
(a) be kept at the registered office of the ; and
(b) be open, during business hours, to the inspection by any without charge, subject to such reasonable restrictions as the company may, by its or in general meeting, impose, so, however, that not less than two hours in each business day are allowed for inspection.
(2) Any member shall be entitled to be furnished, within seven working days after he has made a request in that behalf to the company, and on payment of with a referred to in sub-section (1).
(3) If any inspection under sub-section (1) is refused, or if any copy required under sub-section (2) is not furnished within the time specified therein, the company shall be liable to a penalty of twenty-five thousand rupees and every of the company who is in default shall be liable to a penalty of five thousand rupees for each such refusal or default, as the case may be.
(4) , the may, without prejudice to any action being taken under sub-section (3), by order, direct an immediate inspection of the minute-books or direct that the copy required shall forthwith be sent to the person requiring it.
(i) the subscriber to the memorandum of the company who shall be deemed to have agreed to become member of the company, and on its registration, shall be entered as member in its register of members;
(ii) every other person who agrees in writing to become a member of the company and whose name is entered in the register of members of the company;
(iii) every person holding shares of the company and whose name is entered as a beneficial owner in the records of a depository
24.1.12- Companies (Registration Offices and Fees) Rules, 2014
12. Fees:-
(1) The documents required to be submitted, filed, registered or recorded or any fact or information required or authorised to be registered under the Act shall be submitted, filed, registered or recorded on payment of the fee or on payment of such additional fees as applicable, as mentioned in Table annexed to these rules.
(2) For the purpose of filing the documents or applications for which no e-form is prescribed under the various rules prescribed under the Act,the document or application shall be filed through or along with fees as applicable and in case a single form is prescribed for multiple purpose, the fee shall be paid for each of the purposes contained in the single form.
(3) For the purpose of filing information to sub-clause(60) of section 2 of the Act, such information shall be filled in along with fee as applicable.
Annexure
Table of Fees (pursuant to rule 12 of the Companies (Registration of Offices and Fees) Rules, 2014)
I. Fee for filings etc. under section 403 of the Companies Act, 2013
Table of fees for the documents required to be submitted, filed, registered or recorded or for any fact or information required or authorized to be registered under the Act, shall be submitted filed, registered or recorded within the time specified in the relevant provision on payment of fee as prescribed hereunder :-
| (I) In respect of a company having a share capital : | Other than OPCs and Small Companies (in rupees) | OPC and Small Companies (in rupees) |
| 1. (a) For registration of OPC and small companies whose nominal share capital is less than or equal to Rs.10,00,000. | -- | -- |
| (b) For registration of OPC and small companies whose nominal share capital exceed Rs. 10,00,000, , the fee of Rs. 2000 with the following additional fees regulated according to the amount of nominal capital: For every Rs.10,000 of nominal share capital or part of Rs.10,000 after the first Rs.10,00,000 and up to Rs. 50,00,000. | -- | 200 |
| 2. (a) For registration of a company (other than OPC and small companies) whose nominal share capital is less than or equal to Rs. 10,00,000 at the time of incorporation. | -- | -- |
| (b) For registration of a company (other than OPC and small companies) whose nominal share capital exceed Rs. 10,00,000, the fee of Rs.36,000 with the following additional fees regulated according to the amount of nominal capital : | -- | -- |
| (i) for every Rs. 10,000 of nominal share capital or part of Rs 10,000 after the first Rs. 10,00,000 upto Rs. 50,00,000. | 300 | -- |
| (ii) for every Rs. 10,000 of nominal share capital or part of Rs. 10,000 after the first Rs. 50,00,000 upto Rs. one crore. | 100 | -- |
| iii) for every Rs. 10,000 of nominal share capital or part of Rs. 10,000 after the first Rs. 1 crore. | 75 | -- |
| Provided further that where the additional fees, regulated according to the amount of the nominal capital of a company, exceed a sum of rupees two crore and fifty lakh, the total amount of additional fees payable for the registration of such company shall not, in any case, exceed rupees two crore and fifty lakhs. | ||
| 3. For filing a notice of any increase in the nominal share capital of a company, the difference between the fees payable on the increased share capital on the date of filing the notice for the registration of a company and the fees payable on existing authorized capital, at the rates prevailing on the date of filing the notice: | ||
| (a) For OPC and small companies whose nominal share capital does not exceed Rs. 10,00,000. | -- | 2000 |
| (b) For OPC and small companies, for every Rs. 10,000 of nominal share capital or part of Rs. 10,000 after the first Rs. 10,00,000 and upto Rs. 50,00,000. | -- | 200 |
| Other than OPC and small companies (c) For increase in nominal capital of a company whose nominal share capital does not exceed Rs. 1,00,000. | 5000 | -- |
| (d) For increase in nominal capital of a company whose nominal share capital exceed Rs. 1,00,000, the above fee of Rs. 5,000 with the following additional fees regulated according to the amount of nominal capital : | ||
| (i) for every Rs. 10,000 of nominal share capital or part of Rs. 10,000 after the first Rs. 1,00,000 upto Rs. 5,00,000. | 400 | -- |
| (ii) for every Rs. 10,000 of nominal share capital or part of Rs 10,000 after the first Rs. 5,00,000 upto Rs. 50,00,000. | 300 | -- |
| (iii) for every Rs. 10,000 of nominal share capital or part of Rs. 10,000 after the first Rs. 50,00,000 upto Rs. one crore. | 100 | -- |
| (iv) for every Rs. 10,000 of nominal share capital or part of Rs. 10,000 after the first Rs. 1 crore. | 75 | -- |
| Provided further that where the additional fees, regulated according to the amount of the nominal capital of a company, exceed a sum of rupees two crore and fifty lakh, the total amount of additional fees payable for the registration of such company shall not, in any case, exceed rupees two crore and fifty lakhs. | ||
| 4. For registration of any existing company, except such companies as are by this Act exempted from payment of fees in respect of registration under this Act, the same fee is charged for registering a new company. | ||
| 5. For submitting, filing, registering or recording any document by this Act required or authorised to be submitted, filed, registered or recorded: | ||
| (a) in respect of a company having a nominal share capital of less than Rs. 1,00,000. | 200 | |
| (b) in respect of a company having a nominal share capital of Rs. 1,00,000 or more but less than Rs.5,00,000. | 300 | |
| (c) in respect of a company having a nominal share capital of Rs. 5,00,000 or more but less than Rs.25,00,000. | 400 | |
| (d) in respect of a company having a nominal share capital of Rs. 25,00,000 or more but less than Rs. 1 crore or more. | 500 | |
| (e) in respect of a company having a nominal share capital of Rs. 1 crore or more. Provided that in case of companies to be incorporated with effect from 26.01.2018 with a nominal capital which does not exceed rupees ten lakhs fee shall not be payable. | 600 | |
| 6. For making a record of or registering any fact by this Act required or authorised to be recorded or registered by the Registrar: | ||
| (a) in respect of a company having a nominal share capital of less than Rs. 1,00,000. | 200 | |
| (b) in respect of a company having a nominal share capital of Rs. 1,00,000 or more but less than Rs.5,00,000. | 300 | |
| (c) in respect of a company having a nominal share capital of Rs. 5,00,000 or more but less than Rs.25,00,000. | 400 | |
| (d) in respect of a company having a nominal share capital of Rs. 25,00,000 or more but less than Rs. 1 crore or more. | 500 | |
| (e) in respect of a company having a nominal share capital of Rs. 1 crore or more. | 600 | |
| (II) In respect of a company not having a share capital : | ||
| 7. For registration of a company whose number of members as stated in the articles of association, does not exceed 20. | -- | |
| 8. For registration of a company whose number of members as stated in the articles of association, exceeds 20 but does not exceed 200. | 5000 | |
| 9. For registration of a company whose number of members as stated in the articles of association, exceeds 200 but is not stated to be unlimited, the above fee of Rs.5,000 with an additional Rs. 10 for every member after first 200. | ||
| 10. For registration of a company in which the number of members is stated in the articles of association to be unlimited. | 10000 | |
| 11. For registration of any increase in the number of members made after the registration of the company, the same fees as would have been payable in respect of such increase, if such increase had been stated in the articles of association at the time of registration : Provided that no company shall be liable to pay on the whole a greater fee than Rs. 10,000 in respect of its number of members, taking into account the fee paid on the first registration of the company. | ||
| 12. For registration of any existing company except such companies as are by this Act exempted from payment of fees in respect of registration under this Act, the same fee as is charged for registering a new company. | ||
| 13. For filing or registering any document by this Act required or authorized to be filed or registered with the Registrar. Provided that in case of companies to be incorporated with effect from 26.01.2018 whose number of members as stated in the articles of association, does not exceed 20, fee shall not be payable. | 200 | |
| 14. For making a record of or registering any fact by this Act required or authorised to be recorded or registered by the Registrar.] | 200 |
| ---- | ||
| ---- | ||
| --- | ||
(a) for every Rs. 10,000 of nominal share capital or part of Rs. 10,000 after the first Rs. 1,00,000 upto Rs. 5,00,000 | --- | |
| --- | ||
| --- | ||
Provided that where the additional fees, regulated according to the amount of the nominal capital of a company, exceeds a sum of rupees two crore and fifty lakh, the total amount of additional fees payable for the registration of such company shall not, in any case, exceed rupees two crore and fifty lakhs. | --- | |
(a) in respect of a company having a nominal share capital of up to 1,00,000. | --- | |
| --- | ||
Rs. 5,00,000 or more but less than Rs. 25,00,000 | --- | |
| --- | ||
| --- | ||
(a) in respect of a company having a nominal share capital of up to 1,00,000. | --- | |
| --- | ||
| --- | ||
| --- | ||
| --- | ||
9.For registration of a company whose number of members as stated in the articles of association, exceeds 200 but is not stated to be unlimited, the above fee of Rs.5,000 with an additional Rs. 10 for every member after first 200. | ||
11. For registration of any increase in the number of members made after the registration of the company, the same fees as would have been payable in respect of such increase, if such increase had been stated in the articles of association at the time of registration Provided that no company shall be liable to pay on the whole a greater fee than Rs. 10,000 in respect of its number of members, taking into account the fee paid on the first registration of the company. 12. For registration of any existing company except such companies as are by this Act exempted from payment of fees in respect of registration under this Act, the same fee as is charged for registering a new company. | ||
The above table prescribed for small companies (as defined under section 2(85) of the Act) and one person companies defined under Rule related to Chapter II read with section 2(62) of the Act shall be applicable provided the said company shall remain as said class of company for a period not less than one year from its incorporation.
(1) The above table prescribed for small companies (as defined under section 2(85) of the Act) and one person companies defined under Rule related to Chapter II r/w 2(62) of the Act shall be applicable provided the said company shall remain as said class of company for a period not less than one year from its incorporation.
The above table of fee shall be applicable for any such intimation to be furnished to the Registrar or any other officer or authority under section 159 of the Act, filing of notice of appointment of auditors or Secretarial Auditor or Cost Auditor.
(2) The above table of fee shall be applicable for any such intimation to be furnished to the Registrar or any other officer or authority under section 159 of the Act, filing of notice of appointment of auditors or Secretarial Auditor or Cost Auditor.
The above table of fee and calculation of fee as applicable for increase in authorised capital shall be applicable for revised capital in accordance with sub-section (11) of 233 of the Act, (after setting off fee paid by the transferor company on its authorised capital prior to its merger or amalgamation with the transferee company).
(3) The above table of fee and calculation of fee as applicable for increase in authorised capital shall be applicable for revised capital in accordance with sub-section (11) of 233 of the Act, (after setting off fee paid by the transferor company on its authorised capital prior to its merger or amalgamation with the transferee company).
The above table of fee shall be applicable for filing revised financial statement or board report under section 130 and 131 of the Act.
(4) The above table of fee shall be applicable for filing revised financial statement or board report under section 130 and 131 of the Act.
Following Table of additional fee and higher additional fee (in certain cases) shall be applicable for delay in filing of forms other than for increase in Nominal share capital or forms under section 92/137 of the Act or forms for filing charges.
TABLE
| Sl. No. | Period of delays | Additional fee as a multiple of normal fees | Higher additional fee as a multiple of normal fees (for certain cases) |
| (1) | (2) | (3) | (4) |
| 1. | Upto 15 days (sections 139 and 157) | One time of normal fees | |
| 2. | More than 15 days and upto 30 days (Section 139 and 157) and upto 30 days in remaining forms. | 2 times of normal filing fees | 3 times of normal filing fees |
| 3. | More than 30 days and upto 60 days | 4 times of normal filing fees | 6 times of normal filing fees |
| 4. | More than 60 days and upto 90 days | 6 times of normal filing fees | 9 times of normal filing fees |
| 5. | More than 90 days and upto 180 days | 10 times of normal filing fees | 15 times of normal filing fees |
| 6. | Beyond 180 days | 12 times of normal filing fees | 18 times of normal filing fees |
Note 1: Higher additional fees shall be payable, if there is a delay in filing e-form INC-22, or e-form PAS-3, as the case may be, on two or more occasions, within a period of three hundred and sixty five days from the date of filing of the last such belated e-form for which additional fee or higher additional fee, as the case may be, was payable.
Note 2: Wherever higher additional fee is payable, additional fee shall not be charged.
Note 3: E-form INC-22, or e-form PAS-3, as the case may be, filed prior to the commencement of the Companies (Registration Offices and Fees) Amendment Rules, 2022 shall not be reckoned for the purposes of determining higher additional fee.
Following Table of additional fee shall be applicable for delay in filing of forms other than for increase in Nominal Share capital or forms under section 92/ 137 of the Act.
157) | ||
days (Sections 139 and 157) and upto 30 days in remaining forms. | ||
days | ||
days | ||
days | ||
Note- The belated filing of documents/forms (including increasing in nominal capital and delay caused thereon) which were due to be filed whether in Companies Act, 1956 Act or the Companies Act,2013 Act i.e due for filing prior to notification of these fee rules , the fee payable at the time of actual filing shall be applicable.
B. Following table of additional fees shall be applicable for delays in filing of the forms other than for increase in Nominal Share Capital
Note;- (1)The additional fee shall also applicable to revised financial statement or board’s report under sections 130 and 131 of the Act and secretarial audit report filed by the company secretary in practice under section 204 of the Act.
(2) The belated filing of documents/forms (including increasing in nominal capital and delay caused thereon) which were due to be filed whether in Companies Act, 1956 Act or the Companies Act, 2013 Act i.e due for filing prior to notification of these fee rules , the fee applicable at the time of actual filing shall be applicable. (3) Delay beyond 270 days, the second proviso to sub-section (1) of section 403 of the Act may be referred.
C. For increase in authorised capital, the additional fees shall be applicable at the following rates:-
| Delay upto 6 months | Delay beyond 6 months | |
| slab | 2.5 % per month on the fees payable under para I.3 or II.12 of Table A above as the case may be. | 3% per month on the fees payable under para I.3 or II.12 of Table A above as the case may be. |
(1) The above fee table shall also be applicable for delay in filing application with Registrar under sub-section (11) of section 233 of the Act.
For Forms under section 92 or 137:- (i) In case the period within which a document required to be submitted under section 92 or \37 of the Act expires after 30/06/2018, the additional fee mentioned in Table shall be payable –
| Sl. No. | Period of delay | Additional fee payable fin Rs.') |
| 01 | Delay beyond period provided under Section 92(4) of the Act | One Hundred per day |
| 02 | Delay beyond period provided under Section 137 (1) of the Act | One Hundred per day |
(ii) In all other cases where the belated annual returns or balance sheet/financial statement which were due to be filed whether in the companies Act, 1956 or the companies Act, 2013 the following additional fee mentioned in Table shall be payable:-
| Sl. No. | Period of delay | Additional fee payable (in Rs.) upto 30/06/2018 | plus Rs. 100 per day with effect from 1/07 /2018 |
| 1 | upto 30 days | 2 times of normal filing fees |
|
| 2 | More than 30 days and upto 60 days | 4 times of normal filing fees |
|
| 3 | More than 60 days and upto 90 days | 6 times of normal filing fees |
|
| 4 | More than 90 days and upto 180 days | 10 times of normal filing fees |
|
| 5 | Beyond 180 days | 12 times of normal filing fees |
Note:(1)The additional fee shall also be applicable to revised financial statement or board’s report under section 130 and 131 of the Act and secretarial audit report filed by the company secretary in practice under section 204 of the Act.
(2) The belated filing of documents/forms (including increasing in nominal capital and delay caused thereon) which were due to be filed whether in Companies Act, 1956 Act or the Companies Act, 2013 Act i.e due for filing prior to notification of these fee rules, the fee payable at the time of actual filing shall be applicable.
(a) charges created or modified before the 2nd November, 2018, and allowed to be filed within a period of three hundred days of such creation or six months from the 2nd November, 2018, as the case may be, the following additional fees shall be payable:-
| Sl.No. | Period of delay | Additional Fee applicable |
| 1. | Up to 30 days | 2 times of normal fees |
| 2. | More than 30 days and up to 60 days | 4 times of normal fees |
| 3. | More than 60 days and up to 90 days | 6 times of normal fees |
| 4. | More than 90 days and up to 180 days | 10 times of normal fees |
| 5. | More than 180 days | 12 times of normal fees |
(b) For the charges created or modified on or after the 2nd November, 2018:-
(A) The following additional fees or advalorem fees, as the case may be, shall be payable up to 31st July, 2019, by all companies:-
| Sl.No. | Period of delay | Additional/Advalorem Fees applicable |
| 1. | Up to 30 days | 2 times of normal fees |
| 2. | More than 30 days and up to 60 days | 4 times of normal fees |
| 3. | More than 60 days and up to 90 days | 6 times of normal fees |
(B) the following additional fees or advalorem fees as the case may be, shall be payable with effect from 1st August, 2019:-
| Sl.No. | Period of delay | Small Companies and One Person Company | Other than Small Companies and One Person Company |
| 1. | Up to 30 days | 3 times of normal fees | 6 times of normal fees |
| 2. | More than 30 days and up to 90 days | 3 times of normal fees plus an ad valorem fee of 0.025 per cent. of the amount secured by the charge, subject to the maximum of one lakh rupees. | 6 times of normal fees, plus an ad valorem fee of 0.05 per cent. of the amount secured by the charge, subject to the maximum of five lakh rupees. |
II. FEE ON APPLICATIONS (including Appeal) made to Central Government under sub-section (2) of Section 459 of the Companies Act, 2013.
| 1 | For Application made | Other than OPCs and Small Companies | OPC and Small Companies |
| (i) | By a company having an authorized share capital of: (a) Upto Rs.25,00,000 | 2,000 | 1,000 |
| b) More than Rs.25,00,000 and upto Rs.50,00,000 | 5,000 | 2,500 | |
| c) More than 50,00,000 and upto Rs. 5,00,00,000 | 10,000 | --- | |
| d) More than Rs. 5,00,00,000 and upto Rs. 10 crores | 15,000 | --- | |
| e) More than Rs. 10 crores | 20,000 | --- | |
| (ii) | By a company limited by guarantee but not having a share capital | 2,000 | --- |
| (iii) | By an Association or proposed company for issue of license under section 8 of the Act | 2,000 | --- |
| (iv) | By a company having a valid license issued under section 8 of the Act | 2,000 | --- |
| (v) | By a foreign company | 5,000 | --- |
| (vi) | Application for allotment of Director Identification Number (DIN) under section 153 of the Act | 500 | 500 [inserted vide Companies (Registration Offices and Fees) Second Amendment Rules, 2016. dated 07/11/2016] |
| (vii)[inserted vide Companies (Registration Offices and Fees) Second Amendment Rules, 2016. dated 07/11/2016] | For surrender of Director Identification Number under rule 11(f) of the Companies (Appointment and Qualification of Directors) Rules 2014 | 1000 | 1000 |
(1) Every application to the Registrar of Companies filed by any person for reservation of name under sub-section (4) of section 4 of the Companies Act, 2013 shall be accompanied with the fee of Rs. 1,000/-.
(2) For every application made to Regional Director (including appeal) or Registrar of Companies (except specifically stated elsewhere), Table of fees as above shall be applicable. Note: The separate fee schedule shall be prescribed under subsection (2) of section 459 of the Act for applications to be filed before Tribunal.
III. Annual Fee payable by a dormant company under sub-section (5) of section 455 of the Companies Act, 2013.
| 1 | For Application made | Other than OPCs and Small Companies | OPC and Small Companies |
| (i) | By a company having an authorized share capital of (a) Upto Rs.25,00,000 | 2000 | 1000 |
| (b) More than Rs.25,00,000 and upto Rs.50,00,000 | 5000 | 2500 | |
| (c) More than 50,00,000 and upto Rs.5,00,00,000 | 10,000 | --- | |
| d) More than Rs. 5,00,00,000 and upto Rs. 10 crores | 15,000 | --- | |
| e) More than Rs. 10 crores | 20,000 | --- | |
| (ii) | By a company limited by guarantee but not having a share capital | 2,000 | --- |
IV. Fee for Inspection and providing certified copies of documents kept by the Registrar under section 399 of the Act.
(i) Under clause (a) of sub-section (1) of section 399 of the Act – Rs.100/-
(ii) Under clause (b) of sub-section (1) of section 399 of the Act
(a) For copy of Certificate of Incorporation – Rs.100/-
(b) For copy or extract of other documents including hard copy of such document on computer readable media – Rs.25 per page.
V. Fee for registration of documents under section 385 of the Act.
Rs.6000/- for each document.
VI. Fees for Removal of Names of Companies from the Registrar of Companies under section 248 (2) of the Act.
Rs.5000/-
| ---- | |
For the current financial (2018-2019), no fee shall be chargeable till , the 31 st August, 2018 and fee of Rs.5000 shall be payable on or after the 1st September, 2018
| (i) Subject to serial number (iii) below, fee payable till the 30th September of every financial year in respect of e-form DIR-3 KYC or DIR-3 KYC-WEB through web service, as the case may be, for the immediate previous financial year. | ------ |
| (ii) Fee payable (in delayed case). | Rs.5000 |
| (iii) Fee payable if the individual failed to file e-form DIR-3 KYC or DIR-3 KYC-WEB through web service,as the case may be, for the immediate previous financial year (in delayed case). | Rs.5000 |
| (i) Fee payable till 15.06.2019 on e -form ACTIVE (Substituted vide the Companies (Registration Offices and Fees) Second Amendment Rules, 2019 dated 25.04.2019) Note: For the financial year ended on 31st March, 2019, no fee shall be payable in respect of e-form DIR-3 KYC or DIR-3 KYC-WEB through web service till 14th October, 2019. ( Inserted vide the Companies (Registration Offices and Fees) Fifth Amendment Rules, 2019 dated 30.09.2019.) | ---- (Substituted vide the Companies (Registration Offices and Fees) Second Amendment Rules, 2019 dated 25.04.2019) |
| (ii) Fee payable (in delayed case). (Substituted vide the Companies (Registration Offices and Fees) Second Amendment Rules, 2019 dated 25.04.2019) | Rs.10,000 (Substituted vide the Companies (Registration Offices and Fees) Second Amendment Rules, 2019 dated 25.04.2019) |
INSTRUCTIONS
1.Payment of fees – Except as otherwise provided elsewhere, the table of fees annexed to the Companies (Registration Offices and Fees), Rules 2014, shall be payable in the following head. (1) fees payable to the Registrar in pursuance of the Act or any rule or regulation made or notification issued thereunder shall be paid to the Registrar on any authorized bank by the Ministry of Corporate Affairs and acting as the agent of the Reserve Bank of India for credit under the following head, namely : –
| Major Head | Alphanumeric code description | Account Code | Serial Code | Source category check digit |
| 1475 | Other general Economic service Regulation of joint stock companies | 147500105 | 14750006 | 113 |
| (a) Registration fees | 14750010599 | 14750032 | 114 | |
| (b) Filing fees | 14750010598 | 14750033 | 117 | |
| (c) inspection and copying fee | 14750010597 | 14750034 | 112 | |
| (d) other fees | 14750010596 | 14750035 | 119 |
(2) Where application is filed through electronic media or through any other computer readable media, the user may choose any one of the following payment options namely, (i) Credit Card; or (ii) Internet Banking; or (iii) Remittance at the Bank Counter or (iv) any other mode as approved by the Central Government. The requisite fee as specified in Companies (Registration Offices and Fees), Rules 2014 shall be payable through any of the accredited branches of the following Banks.
(a) Punjab National Bank
(b) State Bank of India
(c) Indian Bank
(d) ICICI Bank
(e) HDFC Bank
(f) Union Bank of India
(3) The fees payable to the Registrars may be paid bank drafts payable at drawn on banks, located at the same city or town as the office of the Registrar :
(4) Where a fee payable to the Registrar is paid through bank drafts as, aforesaid it shall not be deemed to have been paid unless and until the relevant drafts are cashed and the amount credited.
- The Form GNL-2 is revised vide MCA Notification dated 20.01.2023. To view the Notification, Click here. To view the revised Return, Click here.
- The Form GNL-2 is modified to enable filings under the Insolvency and Bankruptcy Code, 2016 vide the Companies (Registration Offices and Fees) Second Amendment Rules, 2020 dated 12.03.2020. To view the Notification, Click Here.
- Form GNL-2 is amended vide Companies (Registration Office and Fees) Amendment Rules, 2020 notification dated 18.02.2020. To view the notification and amended return, Click Here.
- To view the older return,Click Here.
- The Form GNL-3 is revised vide MCA Notification dated 20.01.2023. To view the Notification, Click here. To view the revised Return, Click here.
- To view the return,Click Here
27.3.76 National Company Law Tribunal Rules, 2016
76. Inspection of minute-books of general meeting.-
Where any member has requested the company for inspection of minute-book of general meeting on payment of requisite fee and the company refused to give such inspection, he may apply to the Tribunal in for direction to the company for inspection of minute-book of general meeting.
The Central Government, the Income-tax authorities, the Securities and Exchange Board of India, any other statutory regulatory body or authority or any person concerned may file an application in for re-opening of books of accounts and for re-casting of financial statement of a company under section 130 of the Act and such application shall be accompanied by such documents as mentioned in .
Annexure B
| S.No. | Section of the Act | Nature of Petition | Enclosures to the Petition |
| 1. | Sec. 2 (41) | Application for change in financial year | 1.Copy of the memorandum and articles of association. 2. Copy of balance sheet of companies. 3. Affidavit verifying the petition. 4. Bank draft evidencing payment of application fee. 5. Memorandum of appearance with copy of the Board Resolution or the executed Vakalatnama, as the case may be. |
| 2. | Sec. 7 (7) | Application to Tribunal where company has been incorporated by furnishing false or incorrect info or by any fraudulent action. | 1. Copy of the memorandum and articles of association. 2. Document in proof of false or incorrect information or fraudulent action. 3. Affidavit verifying the petition. 4. Bank draft evidencing payment of application fee. 5. Memorandum of appearance with copy of the Board Resolution or the executed Vakalatnama, as the case may be. |
| 3. | Sec. 14 (1) | Conversion of public company into a private company. | 1.Copy of the memorandum and articles of association. 2. Copy of the documents showing that the company ceased to become a public company. 3. Affidavit verifying the petition. 4. Bank draft evidencing payment of application fee. 5. Memorandum of appearance with copy of the Board Resolution or the executed Vakalatnama, as the case may be. |
| 4. | Sec. 55 (3) | Application for issue further redeemable preference shares. | 1. Copy of the memorandum and articles of association. 2. Documents showing the terms of issue of the existing preference shares. 3. Copy of the Board Resolution and resolution of general meeting for issue of further redeemable preference shares. 4. Copy of the latest audited balance sheet with the profit and loss account of the company with auditor’s report and director’s report. 5. Affidavit verifying the petition. 6. Bank draft evidencing payment of application fee. 7. Memorandum of appearance with copy of the Board Resolution or the executed Vakalatnama, as the case may be. |
| 5. | Sec. 58 (3) or 59 | Appeal against refusal of registration of shares; or Appeal for rectification of register of member. | Where the company is the petitioner. 1. Copy of the memorandum and articles of association 2. Latest audited balance-sheet and profit and loss account, auditor’s report and director’s report. 3. Authenticated copy of the extract of the Register of Members. 4. Copy of the resolution of the Board or Committee of Directors (where applicable) 5. Any other relevant documents. 6. Affidavit verifying the petition. 7. Bank draft evidencing payment of application fee. 8. Memorandum of appearance with copy of the Board Resolution or the executed Vakalatnama, as the case may be. 9. Two extra copies of the petition. Where the petition is made by any other person. 1. Documentary evidence in support of the statements made in the petition including the copy of the letter written by the petitioner to the company for purpose of registering the transfer of, or the transmission of the right to, any share, or interest in, or debentures as also a copy of the letter of refusal of the company. 2. Copies of the documents returned by the company. 3. Any other relevant document. 4. Affidavit verifying the petition. 5. Bank draft evidencing payment of application fee. 6. Memorandum of appearance with copy of the Board’s Resolution or the executed Vakalatnama, as the case may be. 7. Two extra copies of the petition. |
| 6. | Sec. 61 (1) | Application to Tribunal for consolidation and division of share capital. | 1. Copies of memorandum and articles of association; 2. Copies of audited balance sheets for past 3 years; 3. Resolution for allowing such consolidation or division and providing justification for the same; 4. Documents in proof of new capital structure and class of shares being consolidated or divided; 5. Affidavit verifying the petition. 6. Bank draft evidencing payment of application fee. 7. Memorandum of appearance with copy of the Board’s Resolution or the executed Vakalatnama, as the case may be. 8. Two extra copies of the application 9. Any other relevant documents. |
| 7. | Sec. 73 (4) | Application by repayment of deposit or interest. | 1. Copy of the deposit receipt 2. Copy of the correspondence exchanged with the company. 3. Bank draft evidencing payment of application fee. 4. Any other relevant document. |
| 8. | Sec. 74 (2) | Application to allow further time as considered reasonable to the company to repay deposits. | 1. Names and addresses of the officers of the company. 2. Full details of 3. Reasons for nonpayment or late payment. 4. Annual Reports for the last three years. 5. Projection and cash flow statement for the next three financial years duly certified by Statutory Auditors of the company. 6. Any other relevant document |
| 9. | Sec. 97 (1) | Application for calling of Annual General meeting. | 1. Affidavit verifying the petition. 2. Bank draft evidencing payment of application fee. 3. Any other relevant document. |
| 10. | Sec. 98 (1) | Application for calling of general meeting of company other than annual general meeting | 1. Documentary evidence in proof of status of the applicant. 2. Affidavit verifying the petition. 3. Bank draft evidencing payment of application fee. 4. Memorandum of appearance with copy of the Board’s Resolution or the executed Vakalatnama, as the case may be. 5. Any other relevant document |
| 11. | Sec. 119 (4) | Petition to pass an order directing immediate inspection of minutes books or directing a copy thereof be sent forthwith to person requiring it. | 1. Documentary evidence, if any, showing the refusal of the company to give inspection to the petitioner. 2. Affidavit verifying the petition. 3. Bank draftevidencing payment of application fee. 4. Memorandum of appearance with copy of the Board’s Resolution or the executed Vakalatnama, as the case may be. 5. Any other relevant document. |
| 12. | Sec. 131 (1) | Application by company for voluntary revision of financial statement on Board's report. | 1. Audited Financial statements of relevant period; 2. Copies of memorandum and articles of association. 3. The details of the Managing Director, Chief Financial Officer, directors, Company Secretary and officer of the company responsible for making and maintaining such books of accounts and financial statement. 3. Where such accounts are audited, documents in proof of the name and contact details of the auditor or any former auditor who audited such accounts. 4. Copy of the Board resolution passed by the Board of Directors. 5. Affidavit verifying the petition. 6. Bank draft evidencing payment of application fee. 7. Memorandum of appearance with copy of the Board’s Resolution or the executed Vakalatnama, as the case may be. 8. Any other relevant document. |
| 12. A (Inserted vide NCLT Amendment Rules,2020 dated 03.02.2020) | Sec 230 (12) | Application in cases of takeover offer of companies which are not listed. | 1. Affidavit verifying the petition 2. Memorandum of appearance with copy of the Board's Resolution or the executed vakalatnama, as the case may be. 3. Documents in support of the grievance against the takeover. 4. Any other relevant document. |
| 13. (Inserted vide NCLT Amendment Rules,2016) | - | Wherever no document is prescribed to be attached with the application or petition, documents as mentioned in next column may be attached, as applicable. | 1. Document and/or other evidence in support of the statement made in the application or appeal or petition, as are reasonably open to the petitioner(s); 2. Documentary evidence in proof of the eligibility and status of the petitioner(s) with the voting power held by each of them, wherever applicable; 3. Where the petition is presented on behalf of members, the letter of consent given by them, if applicable; 4. Statement of particulars, showing names, address, number of shares held, and whether all calls and other monies due on shares have been paid in respect of members who have given consent to the petition being presented on their behalf; 5. Where the petition is presented by a member or members authorised by the Central Government, the order of the Central Government authorising the officer(s) or member or members to present the petition shall be similarly annexed to the petition; 6. Affidavit verifying the petition; 7. Evidence regarding payment of fee; 8. Memorandum of appearance with copy of the Board Resolution or the vakalatnama, as the case may be; 9. Three copies of the petition; and 10. Any other documents in support of the case. |
7.1.25-Companies (Management & Administration) Rules,2014
25. Minutes of proceedings of general meeting, meeting of Board of Directors and other meetings and resolutions passed by postal ballot.-
(1) (a) A distinct minute book shall be maintained for each type of meeting namely:-
(i) general meetings of the members;
(ii) meetings of the creditors
(iii) meetings of the Board; and
(iv) meetings of each of the committees of the Board.
Explanation.- For the proposes of this sub-rule, resolutions passed by postal ballot shall be recorded in the minute book of general meetings as if it has been deemed to be passed in the general meeting.
(b) (i) The minutes of proceedings of each meeting shall be entered in the books maintained for that purpose along with the date of such entry within thirty days of the conclusion of the meeting.
(ii) In case of every resolution passed by postal ballot, a brief report on the postal ballot conducted including the resolution proposed, the result of the voting thereon and the summary of the scrutinizer’s report shall be entered in the minutes book of general meetings along with the date of such entry within thirty days from the date of passing of resolution.
(d) Each page of every such book shall be initialed or signed and the last page of the record of proceedings of each meeting or each report in such books shall be dated and signed –
(i) in the case of minutes of proceedings of a meeting of the Board or of a committee thereof, by the chairman of the said meeting or the chairman of the next succeeding meeting;
(ii) in the case of minutes of proceedings of a general meeting, by the chairman of the same meeting within the aforesaid period of thirty days or in the event of the death or inability of that chairman within that period, by a director duly authorised by the Board for the purpose;
(iii) In case of every resolution passed by postal ballot, by the chairman of the Board within the aforesaid period of thirty days or in the event of there being no chairman of the Board or the death or inability of that chairman within that period, by a director duly authorized by the Board for the purpose.
(e) The minute books of general meetings, shall be kept at the registered office of the company and shall be preserved permanently and kept in the custody of the company secretary or any director duly authorised by the board
(f) The minutes books of the Board and committee meetings shall be preserved permanently and kept in the custody of the company secretary of the company or any director duly authorized by the Board for the purpose and shall be kept in the registered office or such place as Board may decide.
7.1.26-Companies (Management & Administration) Rules,2014
26. Copy of minute book of general meeting.-
Any member shall be entitled to be furnished, within seven working days after he has made a request in that behalf to the company, with a copy of any minutes of any general meeting, on payment of such sum as may be specified in the articles of association of the company, but not exceeding a sum of ten rupees for each page or part of any page:
Provided that a member who has made a request for provision of soft copy in respect of minutes of any previous general meetings held during a period immediately preceding three financial years shall be entitled to be furnished, with the same free of cost
Companies (Registration Offices and Fees) Amendment Rules, 2020 dated 18.02.2020
Companies (Registration offices and Fees) Second Amendment Rules, 2018 dated 07/05/2018
Companies (Registration Offices and Fees) Second Amendment Rules, 2020 dated 12.03.2020
Companies (Registration offices and fees) Second Amendment Rules,2016 [GSR 1049(E)] dated 07/11/2016