Navigating the complexities of ROC compliance is a fundamental requirement for companies in India. Among the critical half-yearly filings is Form PAS-6, the Reconciliation of Share Capital Audit Report. Whether you are an unlisted public company or an applicable private company, timely and accurate filing is key to maintaining compliance.
This comprehensive guide, brought to you by Praman Advisors, breaks down everything you need to know about ROC Form PAS-6, its applicability, due dates and how our expert services ensure a hassle-free compliance experience.
What is ROC Form PAS-6?
Form PAS-6 is a mandatory half-yearly e-form filed with the Registrar of Companies (ROC). Its primary purpose is the Reconciliation of Share Capital Audit Report.
In simple terms: It is a detailed report that reconciles the company’s issued and paid-up share capital with the shares held in both dematerialized (Demat) form (with NSDL and CDSL) and physical form. This crucial check helps in identifying and reporting any discrepancies, ensuring the integrity and accuracy of the company’s share capital records.
Key Objectives of PAS-6:
- Audit Trail: Provides a clear half-yearly audit of the share capital structure.
- Discrepancy Reporting: Helps track and report any mismatch between the Register of Members and the actual shares in Demat/physical form.
- Corporate Governance: Promotes transparency and better corporate governance by ensuring all share transactions are accurately recorded with the depositories.
- Mandatory Demat Compliance: Reinforces the requirement for applicable companies to hold their securities in dematerialized form.
Who Needs to File Form PAS-6?
The requirement to file Form PAS-6 stems from Rule 9A and the newly introduced Rule 9B of the Companies (Prospectus and Allotment of Securities) Rules, 2014.
|
Company Type |
Applicability |
Key Compliance Note |
|
Unlisted Public Companies |
Mandatory for all unlisted public companies(except Nidhi companies, Government companies and Wholly Owned Subsidiaries). |
Have been filing since 2019. Essential for all dematerialized shares. |
|
Private Companies |
Mandatory for all private companies except Small Companies and Government Companies. |
The mandate for Demat and subsequent PAS-6 filing is an evolving compliance requirement. Non-Small Private Companies are required to comply. |
PAS-6 Due Date: File on Time to Avoid Penalties
Form PAS-6 must be submitted to the ROC within 60 days from the conclusion of each half-year. Missing this PAS-6 Due Date triggers significant penalties.
|
Half-Year Period |
Due Date for Filing with ROC |
|
April 1 to September 30 |
November 29 |
|
October 1 to March 31 |
May 30 |
Consequences of Late Filing:
Late filing attracts heavy penalties under Section 450 of the Companies Act, 2013, which includes:-
- An initial penalty of ₹10,000 on the company and every officer in default.
- A further penalty of ₹1,000 per day for continuing default, subject to a maximum limit.
The PAS-6 Filing Process:
Filing Form PAS-6 is not just about submitting a form; it requires meticulous data collection, reconciliation and professional certification.
Mandatory Requirements Before Filing:-
- Obtain ISIN: The company must have an International Securities Identification Number (ISIN) for each class of security.
- Reconciliation Data: Collect the reconciliation statement from the Registrar and Transfer Agent (RTA) or Depository Participants (NSDL/CDSL).
Praman Advisors' Simplified Filing Steps:
- Document & Data Collection: Our team collects all necessary share capital details including changes during the half-year (Bonus Issue, Rights Issue, ESOPs etc.) and the bifurcation of shares held by promoters, directors and KMPs.
- Meticulous Reconciliation: We reconcile the total issued capital with the dematerialized and physical holdings, identifying any discrepancies and documenting the reasons.
- E-Form Preparation: The e-Form PAS-6 is carefully prepared, detailing information on Demat requests pending beyond 21 days and other key metrics.
- Professional Certification: The form is digitally signed and certified by a Practicing Chartered Accountant (CA) or Company Secretary (CS). This certification, which Praman Advisors facilitates is a legal declaration of the form's accuracy.
- ROC Submission: The digitally signed form is uploaded to the MCA V3 Portal and the requisite government fee is paid.
- Compliance Confirmation: We provide you with the acknowledgement of filing (SRN) for your permanent records.
Why Choose Praman Advisors?
- Guaranteed Accuracy: Our expert CAs and CSs ensure 100% accuracy in the reconciliation report, mitigating the risk of regulatory scrutiny.
- Timely Filing: We strictly adhere to the PAS-6 Due Date schedule, protecting your company from expensive late fees and penalties.
- End-to-End Service: From obtaining the necessary data from your RTA to the final filing on the MCA portal and professional certification, we handle the entire process.
- Transparent Pricing: Our service fees are competitive and clearly communicated, providing you with a high-value compliance solution.