Annual Return (Section 92 of Companies act 2013) Team Globalca

TURNOVER BASED S.NoTurnoverContentsSectionApplicability crore or moreAppointment of Woman Director 149 Every other Public Company crore or more Appointment of Independent Director 149(4) Public Company crore or more Constitution of Corporate Social Responsibility Committee 135(1) Every Company crore or more Constitution of Audit Committee & Nomination and Remuneration Committee 177(1) 178(1) Every other Public Company.

TURNOVER BASED S.NoTurnoverContentsSectionApplicability crore or more Secretarial Audit 204 Every Public Company crore or moreInternal Audit 138 Every unlisted Public Company, Every Pvt Company crore or moreXBRL filing -- All other Company crore or moreAnnual Return certified by PCS 92(2) Every other Company.

PAID UP SHARE CAPITAL BASED S. NoPaid Up share Capital ContentsSectionApplicability crores or moreAppointment of Woman Director 149 Every other Public Company crores or moreAppointment of Independent Director 149 Every Public Company crores or more at the end of Financial year In the Board Report, a Statement related to the formal annual evaluation by the board of its own. 134(3) Every other Public Company crore or moreConstitution of Audit Committee & Nomination and Remuneration Committee 177(1) & 178(1) Every other Public Company crore or more Appointment of KMP203(1) Every other Public Company.

PAID UP SHARE CAPITAL BASED S.NoPaid up Share Capital ContentsSectionApplicability 6. 5 crore or moreWhole time Company Secretary 203 Every Company other than Listed or Public Company crore or moreSecretarial Audit 204 Every other Public Company crore or moreInternal Audit 138 Every unlisted Public Company crore or moreXBRL Filing -- All other Company crore or moreAnnual Return certified by PCS 92(2) All other Company.

MISCELLANEOUS S. No Outstanding Loans, Debentures And Deposits ContentsSectionApplicability 1. Exceeding 50 crore or moreAppointment of Independent Director 149 Every Public Company. 2. Exceeding 50 crore or moreConstitution of Audit Committee & Nomination & Remuneration Committee 177(1) & 178(1) Every other Public Company. S. No Net Worth ContentsSectionApplicability crore or more Constitution of Corporate Social Responsibility Committee 135(1)Every Company.

MISCELLANEOUS S. No Net Profit ContentsSectionApplicability 1.5 crore or moreConstitution of Corporate social Responsibility Committee 135(1)Every Company. S. No Outstanding Deposit ContentsSectionApplicability 1.25 crore or more at any time during the financial Year Internal Audit138Every unlisted Public Company., Every Private Company.

MISCELLANEOUS S. No Outstanding Loans from Banks and PFI’s ContentsSectionApplicability 1.Exceeding 100 crore or more at any time during the preceding Financial Year Internal Audit138Every unlisted Public Company., Every Private Company. 2.Exceeding 50 crore or more, Accepting deposits from public Vigil Mechanism 177Listed Company., Other Company.,

INTRODUCTION Annual Return of a Company is an annual statement & part of Annual filing of Company which is required to be filled with Registrar of Companies (ROC) It highlights the information about the Company’s Composition, activities and financial position. Annual return is required to be prepared on financial year to financial year basis. Every Company shall prepare its annual return in Form MGT-7.

INTRODUCTION Sec 92(3) read with Rule 12 of the Companies ( Management and Administration) Rules, 2014 Form MGT-9 Extract of annual return to be annexed with Board Report Sec 92(2) read with Rule 11 of the Companies ( Management and Administration) Rules, 2014 Form MGT-8 Certification by PCS of Listed Company & Other prescribed Companies. Sec 92(1) read with Rule 11 of the Companies ( Management and Administration) Rules, 2014 Form MGT-7 Annual Return for every Company

CoNTENTS  Registered office of Company,  Principal Business activities,  Particulars of its holding, subsidiary, Joint venture and associate Companies,  Shares, debentures and other securities, indebtedness including Debentures,  Turnover & Net Worth of Company  Promoters, members, and debentures holders along with changes therein,

CoNTENTS  Details of Directors and Key Managerial Personnel,  Meetings of members or a class thereof, Board and its various Committees along with attendance details,  Remuneration of directors and key managerial personnel,  Details relating to certification of Compliances,  Penalty or punishment imposed on Company/ directors /officers, Details of Compounding of offences, if any  List of Shareholders, debenture holders as an attachment  Compliance u/s 92(2) in case of Listed Company

IMPORTANT NOTE As per MCA notification dated 24th September 2015, Permanent Account Number (PAN) of the Company shall is mandatorily required to be mentioned in Annual Return

ComparAtve study OLD FORMS:NEW FORMS: Form 23 AC & ACAForm AOC-4 Form 20BForm MGT-7 & MGT-8 For certification by PCS Form 66MR-3 (Secretarial Audit Report)

SIGNING OPC & SMALL Company Company Secretary or In case of No CS, then by the Director. OTHER Companies Director & Company Secretary Or In case of No CS, then by PCS

FILLING OF ANNUAL RETURN Form MGT-7 is required to be filed with ROC within 60 days of AGM IF NO AGM IS HELD With in 60 days from the date on which AGM should have been held together with statement specifying the reasons for not holding AGM. Along with Applicable Fees, Or Additional fees, within the additional time of 270 days.

PENALTIES In case, Annual Return is not filed within time and additional time; COMPANY Fine: Minimum Rs.50,000 but extend to Rs.5,00,000 EVERY OFFICER WHO IS IN DEFAULT Imprisonment: 6 months Fine: Minimum Rs.50,000 but extend to Rs. 5,00,000 or with both.

With Best Regards from: TEAM GLOBALCA