INC-22A also known as Form Active

Introduction

These days the Government is not only busy in Swatch Bharat Abhiyan but also in Swatch
Companies Abhiyan, another important step taken by Government to crack down Shell
Companies. In order to track proper compliances, Ministry of Corporate Affairs has issued
Companies (Incorporation) Amendment Rules, 2019 dated 21 st February, 2019 to be
effective from 25 th February, 2019, wherein Government has deployed a new form,
disclosing the activeness of companies in performing compliances. This Form will further
help the Govt to have track record of multiple office at one pace only.

Just like Director KYC, Every active company incorporated on or before 31 st December,
2017, is required to file E-Form INC-22A also called form ACTIVE (Active Company Tagging
identification and Verification) duly certified by professional. Proof of verification is to attach
the photo of the director certifying the form sitting on the premises and also showing the
name plate of the company outside the office building.

Applicability for Form INC-22A

According to the provisions of Rule 25A of the Companies (Incorporation) Rules, 2014, it is
applicable upon every Company incorporated on or before 31 st December, 2017 and all
those companies needs to file the particular of the Company and its registered office on or
before 25 th April, 2019 without attracting any penal provisions, thereafter penalty of Rs.
10,000/- would be imposed.

Exemptions to this Rule

Following below mentioned companies are exempted from filing of Form INC-22A:

1. Struck off Companies
2. Companies under the process of strike off
3. Companies under amalgamation
4. Companies under liquidation
5. Companies which are dissolved
6. With respect to it ROC had issued such directions of not filing of forms.

Pre-Conditions for filing of E-Form INC-22A

In order to file the E-Form INC-22A successfully within the stipulated time period, following
conditions has to be complied by the Companies:

1. Existence of proper registered office of the company along with latitude and longitude
   details. Proper photograph showing the outside and inside the premises. Also required to
   photo of Director within the premises whose DSC shall be used for filing of INC-22A
2. Valid registered email ID for generation of One Time Password
3. Registered Digital Signature Certificate of at least one Director
4. Duly appointed cost auditor, if required
5. Duly appointed Company Secretary, if required
6. Duly appointed CFO, if required
7. Duly appointed Managing Director or Chief Executive Officer (CEO), if required
8. Proper composition of the Board of Director of the Company. Further all the DIN of
   Directors in the Board has to be valid and active. Otherwise, for activation of DIN, DIN-
   KYC has to be filed.
9. Duly filled Annual Filing i.e. AOC-4 and MGT-7.

It is pertinent to mention that wrong certification by director and professional would attract
penalty u/s 448 of the Companies Act, 2013 and the rules made there under.

Consequences of non filing of INC-22A

In case the Companies fails to file INC-22A within the stipulated time period, the status of the Company shall be changed to “Active-Non-Compliant” and shall not be able to file:

1. SH-7 for change in authorised share capital
2. DIR-12 for change in directorship of the Company
3. PAS-3 for change in paid up share capital of the Company
4. INC-22 for change in registered office the Company
5. INC-28 for filing of merger/ demerger.

Penal Provision

Company has to pay penalty of Rs. 10,000/- in case they fails to file INC-22A on or before
25.04.2019 and the Company shall be marked as “ACTIVE-non-compliant” on or after 26th
April, 2019 and shall be liable for action under sub-section (9) of section 12 of the Act.

Further, provision of Section 447,448 and 449 of the Companies Act, 2013 shall be applicable for
fraud, false statement/certificate and false evidence.

Conclusion

Compilation of all the information’s and documents can prove to be a challenging task at
times. At Complianceship, we provide you the comprehensive professional consultancy
services and help you to file the INC-22A within the stipulated time period in a quicker and
more convenient way.

For more details, call us at 8010233173 or mail us at complianceship@gmail.com