ACTIVE Non-Compliant Company - What is Next?

Every company incorporated on or before the 31st December, 2017 was required to verify its registered office, by filing e-Form ACTIVE (Active Company Tagging Identities and Verification) on or before 15.06.2019.

Timeline for filing ACTIVE(INC-22A) expired on 15th June 2019. Ministry of Corporate Affairs has not extended the timeline for filing.

Non Filing e-Form ACTIVE

In case INC-22A was not filed on or before the said date, the status for such companies has been marked as ‘ACTIVE Non-compliant’.  Also, the Director Identification Number (DIN) of all the Directors of such ‘ACTIVE non-compliant’ companies has been marked as ‘Director of ACTIVE non-compliant company’.

Effects of Non Filing e-Form ACTIVE

• The Company shall be marked as “ACTIVE-non-compliant.
• A penalty of Rs.10,000.00 shall be levied for late filing of INC-22A.
• No request for recording  the following event based information or changes shall be accepted by the Registrar:
  • SH-07 (Change in Authorized Capital);
  • PAS-03 (Change in Paid-up Capital);
  • DIR-12 (Changes in Director except cessation);
  • INC-22 (Change in Registered Office);
  • INC-28 (Amalgamation, de-merger)
• The Registrar will conclude has reasonable cause to believe that the company is not carrying on any business or operations
• The Registrar can he may cause a physical verification of the registered office of the company in such manner as may be prescribed
• The Registrar may without initiate action for the removal of the name of the company from the register of companies
• Also, the company and every officer who is in default shall be liable to a penalty which may extent to one lakh rupees.

Application for Closure of ACTIVE Non-compliant Company

An ACTIVE Non-compliant Company can file application for closing of company as a defunct company provided the following criteria are fulfilled:

1. Companies that are not started any business within one year of its incorporation
2. Companies where the subscribers to the memorandum have not paid the subscription money within a period of one hundred and eighty days from the date of incorporation
3. Companies that are not carrying on any business or operation for a period of two immediately preceding financial years.
4. All the directors must have filed the DIN KYC and updated the DIN status as approved.
5. All the directors of the company should not be Disqualified under Sec.164 (2) of Companies Act. There should be at least One Director whose DIN is under Approved Status.