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Company petition to NCLT -compounding and EGM to adopt accounts
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....ompany petition to NCLT -compounding and EGM to adopt accounts<br> Query (Issue) Started By: - Jayanta Bandyopadhyay Dated:- 1-4-2025 Corporate Laws / SEBI / LLP - Got 1 Reply<br>Companies Law<br>Would you please guide us in the following scenario : FY 22-23--AGM took place to appoint auditor etc but not made it Adjourned to adopt standalone / consolidated (incl of wholly owned foreign subsidiary....
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....) financial statements -a mistake FY 23-24- AOC4 was submitted but not MGT 7 & 8 as we can not mention date of proper AGM in FY 22-23 Planning to go to NCLT for compounding above non-compliance-- is there any direct course correction? Please guide- how to resolve this Reply By YAGAY andSUN: The Reply: This situation involves non-compliance with the Companies Act, 2013, specifically regarding ....
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....the annual general meeting (AGM) and filing of statutory returns. Here's how you can approach this: 1. Understanding the Non-Compliance * FY 22-23: The AGM was held, but not adjourned properly to adopt the standalone and consolidated financial statements, including those of the wholly owned foreign subsidiary (WOS). * FY 23-24: AOC-4 was filed, but MGT-7 and MGT-8 were not, due to the inabili....
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....ty to specify the AGM date for FY 22-23. 2. Potential Direct Course Correction (Without Going to NCLT) Before resorting to the National Company Law Tribunal (NCLT) for compounding, consider these steps: a. Filing of Missing Forms * AOC-4 (if not already fully compliant): Ensure all required details are correctly updated, including the consolidated financials. * MGT-7 & MGT-8: Once the AGM i....
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....ssue is rectified, file these forms with the correct AGM date. b. Calling an EGM * Purpose: To adopt the financial statements (standalone and consolidated) that were not adopted in the AGM. * Notice: Issue a fresh notice for the EGM, specifying the date and agenda (adoption of accounts). * Resolution: Pass the necessary resolutions to adopt the accounts. c. Filing with Registrar of Compani....
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....es (ROC): * After the EGM, file the necessary resolutions and updated forms. * AOC-4 (Revised): If required, to reflect the adoption of the financials. 3. If Direct Course Correction Isn't Possible - Approach NCLT for Compounding * Application for Compounding: File an application with the NCLT under Section 441 of the Companies Act, 2013, for compounding of offenses. * Penalty: Be prepare....
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....d to pay the prescribed fee/penalty, which is usually a fine or monetary penalty. 4. Important Considerations * Legal Advice: Consult a company secretary (CS) or legal expert specializing in corporate law for specific advice tailored to your case. * ROC Communication: Sometimes, the ROC may allow relaxation or guidance if you proactively approach them. * Documentation: Keep thorough records....
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.... of all communications, resolutions, and filings to support your case. Hope that you'll find this reply to sort out your above mentioned issue.<br> Discussion Forum - Knowledge Sharing ....