The Ministry of Corporate Affairs (MCA) vide its General Circular No. 12/2020, comes up with the Companies Fresh Start Scheme, 2020 for one-time application of condonation of delay of filling the various documents, forms, returns etc. with the MCA.
Let us have a quick review:
FEW SPECIAL CASES
- If defaulting company has filed any appeal against any notice, complaint, order passed by court or by an adjudicating authority, it can file application under this scheme for immunity certificate only after withdrawing such appeal and furnish proof of such withdrawal with the application (CFSS-2020).
- Where due to delay of filing any document with the registrar, Order of penalties were imposed by adjudicating officer and no appeal has been filled as on today then:
FEW CASES ON WHICH THIS SCHEME SHALL NOT APPLY
1. To companies against which action for final notice for striking off the name u/s 248 of Companies Act has already initiated by the designated authority (the RoC).
2. Where an application had already been filled by the company for action of striking off the name of the company from the ROC.
3. Companies which have amalgamated under a scheme of arrangement or compromise under the act.
4. Where an application has already been filled for obtaining the status of Dormant Status.
5. To vanishing companies.
6. Forms related to increase in authorize capital (SH-7) and charge related documents (CHG-1, CHG-4, CHG-8 and CHG-9)
EFFECT OF IMMUNITY
The designated authority shall withdraw the prosecutions before any courts and proceedings pending before adjudicating authority in respect of which the immunity has been granted by the designated authority.
SCHEME FOR INACTIVE COMPANIES
Defaulting inactive companies while filling application under Form CFSS-2020, may also file:
1. Form MSC-1 to obtain the status of Dormant Company.
2. Form STK-2 for striking off the name of company.
Note: Immunity shall only be provided to the extent, it pertains to any delay associated with the filling of belated documents with the MCA 21, and not for the Non Compliance.
MEANING OF VANISHING COMPANIES
Vanishing Companies are those companies which had raised funds from public through initial public offers (IPOs) and subsequently failed to comply with the listing/ filing requirements of Registrar of Companies (ROC) and the Stock Exchanges for a period of two years and were not found at their registered office address at the time of inspection done by authorities / Stock Exchange.
Thus, a company would be deemed to be a vanishing company, if it is found to have:
- Failed to file returns with Registrar of Companies (ROC) or with Stock Exchange (if it continues to be a listed company) for a period of two years.
- It is not maintaining its registered office at the address notified with the Registrar of Companies/ Stock Exchange; and
- None of its Directors are traceable.