Companies Fresh Start Scheme 2020 (CFSS 2020) - Analysis

Under Companies Fresh Start Scheme 2020 (CFSS 2020) all companies (Private, Public or OPC) to file annual statutory compliances as well as various other statements, documents and returns.

In recent years, MCA has taken strict action on non compliance companies and due to this MCA has strike off thousands of companies and other strict action has taken on director and Company.

As we know Ministry of Corporate Affairs has taken an initiative for corporate to fresh start. For this purpose, MCA launch Companies Fresh Start Scheme 2020 (CFSS 2020). Under this scheme all companies (Private, Public or OPC) to file annual statutory compliances as well as various other statements, documents and returns.

Meaning of Defaulting Company

Defaulting Company means a Company defined under Companies Act, 2013 and which has made a default in filing of any of the documents, statement, returns etc. including annual statutory documents on the MCA-21 Registry.

Meaning of Inactive Company

Inactive Company means a Company as defined explanation (i) to sub section (1) of section 455 of Companies Act, 2013.

Time period of scheme

The scheme shall come into force from 01.04.2020 till 30.09.2020 vide its General Circular No.12/2020 on the 30th day of March, 2020.

List of Forms which is eligible under CFSS 2020

S No.

Form No.

Description

1

23C

Appointment of Cost Auditors

 

 

 

 

2

 

 

 

 

MR-2

Form  of  Application  to  the  Central  Government  for  approval  of  appointment  or reappointment and remuneration or increase in remuneration or waiver for excess or over payment to managing director or whole time director or manager and commission or remuneration to directors.

3

ADT-2

Application for removal of auditor(s) from his/their office before expiry of term.

4

NDH-2

Application for extension of time.

5

DIR-3C

Intimation of Director Identification Number by the company to the Registrar.

6

INC-12

Application for Grant of License under Section 8.

7

MSC-1

Application to ROC for obtaining the status of dormant company.

 

8

 

DIR-12

Particulars of appointment of directors and the key managerial personnel and the changes among them.

9

INC-4

Intimation for Change in Member/Nominee.

10

INC-6

One Person Company – Application for Conversion.

11

INC-22

Notice of Situation or Change of situation of Registered Office of the Company.

 

12

 

INC-27

Conversion  of  public  company  into  private  company  or  private  company  into  public.

Company

13

20B

Annual Return.

14

21A

Annual Return for company having no share capital

15

23B

Notice by Auditor

16

23D

Information by cost auditor to Central Government

17

23AC

Filing balance sheet and other documents with the Registrar

18

23AC-

XBRL

Form for filing XBRL document in respect of balance sheet and other documents with the Registrar.

19

Form 66

Form for submission of Compliance Certificate

20

AOC-4

Form for filing financial statement and other documents with the Registrar.

21

AOC-4

CFS

  Form for filing consolidated financial statements and other documents    with the Registrar.

22

AOC-

4(XBRL)

Form for filing XBRL document in respect of financial statement and other documents with the Registrar

23

ADT-1

Information to the Registrar by company for appointment of auditor.

24

ADT-3

Notice of Resignation by the Auditor

25

BEN-2

Return to the Registrar in respect of declaration under Section 90

26

CRA-2

Form of Intimation of appointment of cost auditor by the company to Central Government.

27

CRA-4

Form for filing Cost Audit Report with the Central Government.

28

DPT-3

Return of Deposits.

29

DPT-4

Statement regarding deposits existing on the commencement of the Act

30

GNL-2

Form for submission of documents with the Registrar

31

INC-5

One Person Company- Intimation of exceeding threshold

32

IEPF-1

Statement of amounts credited to the Investor Education and Protection Fund

33

IEPF-2

Statement of unclaimed or unpaid amounts

 

34

 

IEPF-3

Statement of shares and unclaimed or unpaid dividend not transferred to the Investor Education and Protection Fund

35

IEPF-4

Statement of shares transferred to the Investor Education and Protection Fund

 

36

 

IEPF-6

Statement of unclaimed or unpaid amounts to be transferred to the Investor Education and Protection Fund

37

IEPF-7

Statement of amounts credited to IEPF on account of shares transferred to the fund

38

IEPF-5 e-

verificati on report

Application to  the  authority  for claiming  unpaid amounts  and shares out of  Investor Education and Protection Fund (IEPF) – E-verification report

 

39

 

I-XBRL

Form for filing XBRL document in respect of cost audit report and other documents with the Central Government

40

MGT-7

Annual Return

41

MR-1

Return of appointment of key managerial personnel

42

MSC-3

Return of dormant companies

43

NDH-1

Return of Statutory Compliances

44

NDH-3

Return of Nidhi Company for the half year ended

45

 

NDH-4

Application for declaration as Nidhi Company and for updation of status by Nidhis

46

PAS-3

Return of allotment

47

SH-11

Return in respect of buy-back of securities

 

48

 

A-XBRL

Form for filing XBRL document in respect of compliance report and other documents with the Central Government

49

DIR-3

KYC/Web form

 

Application for KYC of Directors

50

FC-1

Information to be filled by Foreign company

51

FC-2

Return of alteration in the documents filed for registration by foreign company

52

 

FC-3

Annual accounts along with the list of all principal places of business in India established by foreign company

53

FC-4

Annual Return of a Foreign Company

54

INC-22A

Active Company Tagging Identities and Verification (ACTIVE)

55

INC-20A

Declaration for commencement of business

56

AOC-5

Notice of address at which books of account are maintained

57

DIR-11

Notice of resignation of a director to the Registrar

 

58

 

GNL-3

Particulars of person(s) or key managerial personnel charged or specified for the purpose of sub-clause (iii) or (iv) of clause 60 of section 2

59

INC-20

Intimation to Registrar of revocation/surrender of license issued under section 8

60

INC-28

Notice of order of the Court or Tribunal or any other competent authority

61

MGT-6

Return to the Registrar in respect of declaration under section 89 received by the company

62

MGT-10

Changes in shareholding position of promoters and top ten shareholders

63

MGT-14

Filing of Resolutions and agreements to the Registrar under section 117

64

MGT-15

Form for filing Report on Annual General Meeting

 

Procedure of CFSS 2020:

Every defaulting company who have not filed various forms and returns shall required to file all forms and returns with payment of normal filing fees as prescribed under companies (Registration office and fee) Rules, 2014.  There is no additional fees shall be payable on belated document. 

After that filing all belated documents and making all default good, defaulting company has to file e- form CFSS-2020 which is application for issue of immunity certificate under the companies fresh start scheme (CFSS) 2020. There is no filing fee of e-form CFSS 2020.

Form CFSS-2020 are taken on file or on record or approved by the Designated authority as the case may and after closure of the Scheme but not after the expiry of six months from the date of closure of the Scheme.

After that based on declaration made in e-form CFSB 2020 RoC will issue Immunity certificate.

Meaning of Immunity Certificate?

Immunity certificate is that, company will get immunity from prosecution or proceedings for imposing penalty under the Act pertain to any delay associated with the filings of belated documents but Any other consequential proceedings, including any proceedings involving interests of any shareholder or any other person qua the company or its directors or key managerial personnel would not be covered by such Immunity.

For example without filing e-form INC 20A (Declaration for commencement of Business) company cannot commence its business and cannot exercise borrowing power. In this situation company will get immunity for filing e form INC 20A but if he started his business or exercise borrowing power without filing e-form INC 20A then there is other violation of Law and company will not get immunity for this violation.

Immunity is not availability:

  • Matter of any appeal pending before the Court of Law
  • In case of Management disputes of the Company pending before any court of law or tribunal
  • Any court has ordered conviction in any matter or imposing penalty has been passed by an adjudicating authority

Non applicability of CFSS Scheme:

This scheme shall not apply:

1.         To companies against which action for final notice for striking off the name u/s 248 of the Companies Act, 2013 has already initiated by designated authority

2.         Application has already filed by companies for Strike off the name of company from RoC.

3.         Companies which has amalgamated under a scheme of arrangement or compromise

4.         Application has already filed for obtaing Dormant status under Section 455 of Companies Act, 2013

5.         Vanishing Companies

6.         Increase in authorized capital is involved (Form SH-7)

7.         Charge related documents (CHG-1, CHG-4, CHG-8 and CHG-9)

Scheme for Inactive Companies

Inactive Companies can apply:

  • to get themselves declared as Dormant Company under section 455 of the Companies Act, 2013 by filing e-form MSC-1 at a normal fee on said form; or
  • for striking off the name of the company by filing e-Form STK-2 by paying the fee payable on form STK-2.

Declaration:

This write up is intended to start academic discussion on significant circular under Companies Act, 2013. It is not intended to be a professional advice therefore Author accepts no responsibility whatsoever and will not be liable for any losses, claims or damages which may arise because of the contents of this write up.

About author:

CS Manish Kumar (Partner at MSD & Associates) and can be reached at msdassociates19@gmail.com or +91-9315760696

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