Filing E-form 20B

The Companies Act, 1956 mandated filing certain documents with the Registrar of Companies (ROC). All the companies registered under the Companies Act, 1956 were required to file their annual returns with the ROC. There are two forms to file the annual returns, which are form 20B and form 21A.

However, after implementing the Companies Act, 2013, every company must file annual returns as provided under the Companies Act, 2013 and its Rules. Thus, all companies must currently file form MGT-7 every year, which is the prescribed annual return form under the Companies Act, 2013.

Applicability of E-Form 20B Under Companies Act, 1956

Every company with a share capital should prepare and file an annual return, i.e. e-form 20B, within 60 days from the date the AGM (Annual General Meetings) was held.

Purpose of Filing E-Form 20B

Every company should prepare an annual return containing the below particulars as they stood at the close of the financial year and file it with the ROC:

• General information of the company, including CIN, company name and address, etc
• Company capital structure as on the latest due date or on the date of AGM thereof
• Indebtedness of the company as on the latest due date or the date of AGM thereof
• Equity share breakup as on the latest due date or the date of AGM thereof
• Details of directors, manager, managing director and secretary 
• Details of directors, manager, managing director and secretary who ceased to be associated with the company in the previous year

Documents Required to File e-Form 20B

• Annual return according to Schedule V of the Companies Act, 1956
• Approval letter for extension of AGM or financial year 
• Optional attachments, if any

Filing Annual Returns Under Companies Act, 2013

The Companies Act, 2013 replaced the Companies Act, 1956 and all the companies registered under the Companies Act, 1956 had to follow the provisions of the Companies Act, 2013. Accordingly, all companies registered under the Companies Act, 1956 that filed their annual returns in e-form 20B had to file their annual returns in the form prescribed under the Companies Act, 2013 and not e-form 20B.

Thus, after introducing the Companies Act, 2013, every company that is not a One Person Company (OPC) or small company must file their annual returns in form MGT-7. An OPC and small company must file their annual returns in form MGT-7A. The companies must state the following particulars in the annual returns filed by them under the Companies Act, 2013:

• Company principal business activities, registered office, particulars of its subsidiary, holding and associate companies
• Debentures and other securities, shares and shareholding patterns
• Indebtedness of the company
• Details of members and debenture-holders along with changes 
• Details of directors, promoters, and key managerial personnel along with changes
• Details of meetings of class or members, Board and its various committees 
• Details of remuneration of key managerial personnel and directors 
• Details in respect of shares held on behalf or by the Foreign Institutional Investors 
• Punishment or penalty imposed on the company officers, company and directors 
• Such other matters as may be prescribed

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