Critical MCA V3 Form changes Every CA & CS Should Know

Critical MCA V3 Form changes Every CA & CS Should Know

The Ministry of Corporate Affairs has introduced some major changes in the Lot-3 Forms on the MCA21 Portal. Further are listed the enhancements made in the forms.

AOC-4

Submitted in order to file financial statement and other related documents with the Registrar. The changes proposed are:

• The user has 2 options to file the form, via online or offline mode.
• The need to attach AOC-1 for the statement of subsidiaries as per section 129 has been revoked, and it will now be presented as a web form linked to AOC-4.
• The need to attach AOC-2 for information on contracts or arrangements with connected parties has been revoked, and it will now be presented as a web form linked to AOC-4.
• The need to attach director’s report has been revoked, and it will now be presented as a web form linked to AOC-4.
• CSR section is revoked as details will be listed either in the CSR-2 form or the Extract of Board’s Report.
• Form to be filed with compulsory linked filing of ‘Extract of Board’s Report’ and ‘Extract of Auditor’s Report [Standalone]’.
• AOC-4 CFS and ‘Extract of Auditor’s Report [Consolidated] shall be filed as linked filing if ‘Consolidation’ is applicable.
• CSR-2 to be filed as linked filing wherever applicable.
• Different fields connected to AOC-1, AOC-2, director report and auditors report have been revoked and are added in their respective web-form.
• Companies which come ‘Under Liquidation/Under CIRP’ are eligible to file the form.
• Signing of the form by ‘IRP/RP/Liquidator’ has been availed for the companies which are ‘Under Liquidation/Under CIRP’.
• Addition of field to capture GNL-1 SRN.
• New table added to check Secretarial Audit qualifications/observations.
• Prior year values in BS and PL would get auto populated and editable based on previous year filings.
• New column termed as ‘Reason for change in pre-filled figures of previous reporting period’ in Balance sheet, Profit and Loss account and other schedules got added.
• System checks FY start date and end date should fall between Period from and Period To mentioned in field no. 4(i) in Form ADT-1.
• Additional facility is provided to submit AOC-4 offline, in which user shall provide basic details in web form basis which they can download a prefilled excel and will provide remaining data in excel itself, after completing the excel user will have to upload the excel in the web form.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.).
• Many checks/business rules are given in place to check compliance with Chapter IX The Companies (Accounts) Rules, 2014.

AOC-4 CFS

Used for filing consolidated financial statements and other documents with Registrar. Changes enacted in the form:

• User to have 2 options to file the form, via online or offline mode.
• AOC-4 CFS can be filed independently only for those SRNs for which AOC-4 was filed in V2, for the other cases it will be compulsorily filed as linked form with AOC-4.
• If AOC-4 CFS is filed independently, ‘‘Extract of Auditor’s report[Consolidated]’ shall be filed as linked filing.
• Share capital created during the reporting period section now revoked.
• Segment III: Auditor’s Report section stands revoked as the same is captured through ‘Extract of Auditor’s report[Consolidated].
• New table has been added to capture Secretarial Audit qualifications/observations.
• Attachments got revoked as the required information shall now get captured via linked filings.
• Companies which are ‘Under Liquidation/Under CIRP’ can file the form.
• Signing of the form by ‘IRP/RP/Liquidator’ made available for the companies which are ‘Under Liquidation/Under CIRP’.
• Prior year values in BS and PL would get auto populated and editable based on previous year filings.
• New column ‘Reason for change in pre-filled figures of previous reporting period’ in Balance sheet, Profit and Loss account and other schedules has been added.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.).
• Many checks/business rules are put in place to check compliance with Chapter IX The Companies (Accounts) Rules, 2014.

AOC-4 NBFC

Used for filing financial statement and other documents with the Registrar. Changes enacted are:

• User to have 2 options to file the form, via online or offline mode.
• The requirement of attaching AOC-1 for statement of subsidiaries as per section 129 has been revoked and it will now be presented as a web form linked to AOC-4 NBFC.
• The requirement of attaching AOC-2 for information of contracts or arrangements with connected party has been revoked and it will now be presented as a web form linked to AOC-4 NBFC.
• The requirement of attaching director report has been revoked and it will now be presented as a web form linked to AOC-4 NBFC.
• CSR section is revoked as information will be given either in CSR-2 form or Extract of Board’s Report.
• Form to be filed with compulsory linked filing of ‘Extract of Board’s Report’ and ‘Extract of Auditor’s Report [Standalone]’.
• AOC-4 NBFC CFS and ‘Extract of Auditor’s Report [Consolidated] to be filed as linked filing if ‘Consolidation’ is applicable.
• CSR-2 to be filed as linked filing wherever applicable.
• Various fields connected to AOC-1, AOC-2, director report and auditors report have been revoked and are added in their respective web-form.
• Companies which are ‘Under Liquidation/Under CIRP’ can file the form.
• Signing of the form by ‘IRP/RP/Liquidator’ is now available for the companies which are ‘Under Liquidation/Under CIRP’.
• Addition of field to capture GNL-1 SRN.
• New table has been added to check Secretarial Audit qualifications/observations.
• Prior year values in BS and PL would be auto populated and editable based on previous year filings.
• New column ‘Reason for change in pre-filled figures of previous reporting period’ in Balance sheet, Profit and Loss account and other schedules has been added.
• System checks FY start date and end date should fall between Period from and Period To mentioned in field no. 4(i) in Form ADT-1.
• An additional facility is given to submit AOC-4 NBFC offline, in which user will mention basic details in web form basis which they can download a prefilled excel and will provide rest of the data in excel itself after completing the excel user have to upload the excel in the web form.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.).
• Several checks/business rules are put in place to check compliance with Chapter IX The Companies (Accounts) Rules, 2014.

AOC-4 NBFC CFS

Used for filing consolidated financial statements and other documents with the Registrar. The changes introduced are:

• User to have 2 options to file the form, via online or offline mode.
• AOC-4 NBFC CFS can be filed independently only for those SRNs for which AOC4 NBFC was filed in V2, for rest of the cases it will be mandatorily filed as linked form with AOC-4 NBFC.
• If AOC-4 NBFC CFS is filed independently, ‘‘Extract of Auditor’s report[Consolidated]’ to be filed as linked filing.
• Share capital raised while the reporting period section got revoked.
• Segment III: Auditor’s Report section got revoked as the same is captured through ‘Extract of Auditor’s report[Consolidated].
• New table got added to check Secretarial Audit qualifications/observations.
• Few Attachments got revoked as the required information would now be taken in account through linked filings.
• Companies which come ‘Under Liquidation/Under CIRP’ can file the form.
• Signing of the form by ‘IRP/RP/Liquidator’ is enabled for the companies which are ‘Under Liquidation/Under CIRP’.
• Previous year values in BS and PL would get auto populated and editable based on previous year filings.
• New column ‘Reason for change in pre-filled figures of previous reporting period’ in Balance sheet, Profit and Loss account and other schedules got added.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.).
• Several checks/business rules are put in place to check compliance with Chapter IX The Companies (Accounts) Rules, 2014.

AOC-1

A statement form containing salient features of the financial statement of subsidiaries/associate companies/joint ventures. The changes enacted are:

• New form has been added.
• This form can only be filed as linked filing with AOC-4 or AOC-4 NBFC if ‘Yes’ is selected in field ‘Whether the company has a subsidiary company as defined under clause (87) of section 2 OR has an associate company or a joint venture as defined under clause (6) of section 2’ in the parent form.
• This form can be filed via online or offline mode.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.).
• Several checks/business rules are put in place at FO level to check compliance with The Companies (Accounts) Rules, 2014.

AOC-2

Form used for disclosure of particulars of contracts/arrangements entered into by company with related parties referred to in sub section(1) of section 188 of the Companies Act, 2013. The enhancements proposed are:

• Addition of New form.
• This form can only be filed as linked filing with AOC-4 or AOC-4 NBFC if ‘Yes’ is selected in data field ‘Whether any transactions entered with related party’ in the parent form.
• This form can be filed via online or offline mode.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.).
• Several checks/business rules are put in place at FO level to check compliance with The Companies (Accounts) Rules, 2014.

Extract of Auditor’s Report (Standalone)

• The changes enacted are:
• Addition of New form.
• This form can only be filed as linked filing with AOC-4 or AOC-4 NBFC[Mandatory for all the companies].
• Can be filed via online or offline mode.
• Other changes(pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.).
• Several checks/business rules are put in place at FO level to check compliance with The Companies (Accounts) Rules, 2014.

Extract of Auditor’s Report (Consolidated)

The enhancements proposed are:

• Addition of New form.
• This form can only be filed as linked filing with AOC-4 or AOC-4 NBFC if ‘Yes’ is selected in field ‘Whether consolidated financial statements required or not’.
• Can be filed via online or offline mode.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.).
• Several checks/business rules are put in place at FO level to check compliance with The Companies (Accounts) Rules, 2014.

Extract of Board’s Report

The changes enacted are:

• Addition of New form.
• This form can only be filed as linked filing with AOC-4 or AOC-4 NBFC[Mandatory for all the companies].
• Can be filed via online or offline mode.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.).
• Several checks/business rules are put in place at FO level to check compliance with The Companies (Accounts) Rules, 2014.

CSR-2 Report on Corporate Social Responsibility

The changes enacted are:

• Forms have been made web-based.
• Independent filing of CSR-2 is allowed only for the FY 2020-21, 2021-22, 2022-23, 2023-24 and FY 2024-25[V2 filings] which are required to report CSR as per relevant rules.
• From Financial year 2024-25 onwards in V3, form to be filed as linked filing with AOC-4, AOC4 NBFC and AOC-4 XBRL.
• This form can be filed via online or offline mode[Independent filing can be done via online mode only].
• Added excel functionality for different tables available in the form [Field no. 7(b)(i), Field no. 7(b)(ii) etc.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.).
• Several checks/business rules are put in place at FO level to check compliance with The Companies (Accounts) Rules, 2014.

AOC-4 XBRL

This form is used for filing XBRL document regarding financial statement and other documents with the Registrar. The changes proposed are:

• Form has been made web-based.
• CSR-2, if applicable will have to be filed as a linked filing with AOC-4 XBRL for the FY starting from FY 2024-25.
• Added CSR applicability fields to enable CSR-2 linked filing.
• Few Attachments got revoked as the needed information would now get captured through linked filings.
• Companies which are ‘Under Liquidation/Under CIRP’ can file the form.
• Signing of the form by ‘IRP/RP/Liquidator’ is enabled for the companies which are ‘Under Liquidation/Under CIRP’.
• Addition of field to capture GNL-1 SRN.
• New Attachments got added to capture signed Financial Statements [Standalone and Consolidated].
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.).
• Several checks/business rules are put in place to check compliance with Chapter IX The Companies (Accounts) Rules, 2014.

MGT-7

This form is used for annual return (other than OPCs and small companies). The changes proposed are:

• This form can be filed through online or offline mode.
• Excel functionality has been added at several fields through which user can download the template in excel format and provide details in the excel.
• List of Shareholder/Debenture holder will now be attached in the form of predefined excel.
• Upload or investor details FO service is deprecated. List to be attached while submitting the form only.
• Added new fields for Declaration under Rule 9(4) of the Companies (Management and Administration) Rules, 2014.
• New fields added to obtain Name of the company and address as at the FY end date.
• New table added to capture gender wise number of shareholders.
• New attachment ‘Photograph of the registered office of the Company showing external building and name prominently visible’ added.
• MGT-8 attachment got removed and required fields got added within the form including DSC of Company Secretary.
• Companies which are ‘Under Liquidation/Under CIRP’ can file the form.
• Signing of the form by ‘IRP/RP/Liquidator’ is enabled for the companies which are ‘Under Liquidation/Under CIRP’.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.).
• Several checks/business rules are put in place to check compliance with Chapter VII The Companies (Management and Administration) Rules, 2014.

MGT-7A

Used for Abridged Annual Return for OPCs and small companies. The changes proposed are:

• This form can be filed through online or offline mode.
• Excel functionality has been added at several fields through which user can download the template in excel format and provide details in the excel.
• List of Shareholder/Debenture holder will now be attached in the form of pre-defined excel.
• Added new fields for Declaration under Rule 9(4) of the Companies (Management and Administration) Rules, 2014.
• New fields added to capture Name of the company and address as at the FY end date.
• New table added to capture gender wise number of shareholders.
• New attachment ‘Photograph of the registered office of the Company showing external building and name prominently visible’ added.
• Companies which are ‘Under Liquidation/Under CIRP’ can file the form.
• Signing of the form by ‘IRP/RP/Liquidator’ is enabled for the companies which are ‘Under Liquidation/Under CIRP’.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.).
• Several checks/business rules are put in place to check compliance with Chapter VII The Companies (Management and Administration) Rules, 2014.

ADT-1

Serves as a notice to the Registrar by company for appointment of auditor. The list of enhancements proposed:

• Form has been made web-based.
• Dropdown options enhanced to include “Auditor appointed by Central Government” and “Appointment / Re-appointment by C&AG” in nature of appointment.
• Separate fields have been added for ‘Auditor firm’ and ‘Membership Number of Auditor signing the balance sheet of the company’.[Existing V2 form has merged section for Firm and individual auditors].
• New field added to obtain SRN of INC-28 for Notice of order of the Tribunal for appointment of Auditor.
• New field ‘Whether the recommendation of the Audit Committee constituted u/s 177 of the Companies Act, 2013 has been considered by the Board of Directors before the appointment’.
• Companies which come ‘Under Liquidation/Under CIRP’ can file the form.
• Signing of the form by ‘IRP/RP/Liquidator’ is enabled for the companies which are ‘Under Liquidation/Under CIRP’.
• Business rule introduced to check if auditor being appointed does not hold appointment in more than 20 companies.
• Few attachments got revoked and new attachments have been added.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.).

ADT-2

Serves as an application for removal of auditor from thier office before expiry of term. The changes proposed are:

• Form has been made web-based.
• Firm registration number and membership number of the auditor got split into 2 different fields.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.)

ADT-3

Serves as a notice of resignation by the auditor. The enhancements proposed are:

• Form has been made web-based.
• Separate fields got added for ‘Auditor firm’ and ‘Membership Number of Auditor signing the balance sheet of the company’.[Existing V2 form has merged section for Firm and individual auditors].
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.).

ADT-4

Filing of Form ADT-4 to the Central Government. The proposed changes are:

• Addition of New form.
• Form has been made web-based.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.)

CRA-2

Form of intimation of appointment of cost auditor by the company to Central Government. The changes proposed are:

• Form has been made web-based.
• Dropdown of “Nature of intimation for appointment” enhanced to include additional option of “Filing due to addition of new product / services”.
• Fields got bifurcated into different sections based on ‘Nature of appointment’ along with addition of new fields like [CIN of demerged/amalgamated entity].
• Business rule added to check that cost auditor being appointed does not hold appointment in more than 20 companies.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.)

CRA-4

Used for filing Cost Audit Report with the Central Government. The enhancements proposed are:

• New fields added to capture extension of AGM and GNL-1 SRN.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.)

CRL-1

Used for information to the Registrar by company regarding the number of layers of subsidiaries. The changes proposed are:

• Form has been made web-based.
• Update Subsidiary details FO service got removed and details of subsidiaries will be taken in the Form itself.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.)

MGT-15

Used for filing Report on Annual General Meeting. The enhancements proposed are:

• Form has been made web-based.
• New field ‘Financial year to which the AGM relates’ got added.
• Form to be signed by Company Secretary of the Company also.
• Companies which are ‘Under Liquidation/Under CIRP’ can file the form.
• Signing of the form by ‘IRP/RP/Liquidator’ is enabled for the companies which are ‘Under Liquidation/Under CIRP’.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.)
• Several checks/business rules are put in place to check compliance with Chapter VII The Companies (Management and Administration) Rules, 2014.

GNL-1

Used for filing an application with the registrar of companies. The changes proposed are:

• Form has been made web-based.
• New field ‘Director Identification Number (DIN) or Permanent Account Number (PAN)’ got added in Other applicant details section.
• ‘Period of default’ and other relevant fields got added for ‘Compounding of offence’ purpose.
• New fields ‘Due date of holding AGM’ and ‘Date till which extension sought’ for ‘Extension of AGM’ purpose.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.)

CSR-1

Used for registration of entities for undertaking CSR activities. The changes proposed are:

• Form has been made web-based.
• Part I Section 8 company got added in ‘Type of existing entity’ field.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.)

INC-22A

Used for Active Company Tagging Identities and Verification(ACTIVE). The enhancements proposed are:

• Form has been made web-based.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.)

Complaint Form

Used for filing complaints. The enhancements proposed are:

• Form has been made web-based.
• Investor complaint form and Serious Investor complaint form got merged into single forms in V3 system. Accordingly, Serious complaint forms related fields/drop down values got added in Complaint form.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.)

LEAP-1

Used for submission of Prospectus with the registrar. The proposed changes are:

• Form has been made web-based.
• Other enhancement (pre-filling of data, repositioning of fields, additional data fields added, additional checks introduced etc.)