CONTENTS AND FORM OF ANNUAL RETURN OF A COMPANY HAVING A SHARE CAPITAL :
1.The address of the registered office of the company.
- A summary specifying the following in respect of each class of shares:
(a ) the amount of the authorised share capital of the company and the number of shares into which it is divided;
(b)the number of shares issued, from the date of commencement of the company to the date of the company’s last annual general meeting;
(c ) the number of shares subscribed upto the date aforesaid;
(d ) the paid-up share capital upto that date.
- The total number of non-convertible, partly convertible and fully convertible debentures issued and outstanding on the date referred to in sub-clause (b) of clause 2.
- Particulars of the total amount of the indebtedness of the company on the date referred to in sub-clause (b) of clause 2 in respect of all charges including mortgages which are required to be registered with the Registrar under this Act.
- A list—
(a ) containing the names and addresses of all persons who, on the date of the company’s last annual general meeting, are members or debenture holders of the company and of persons who have ceased to be members or debenture holders on or before that day and since the date of the annual general meeting with reference to which the last return was submitted or in the case of the first return, since the incorporation of the company;
(b ) stating the number of shares or debentures held by each of the existing members or debenture holders, as the case may be, at the date referred to in sub-clause (b) of clause 2, specifying the number of shares or debentures transferred since the date of the annual general meeting with reference to which the last return was submitted or in the case of the first return, since the date of the incorporation of the company by persons who are still members or debenture holders respectively, the dates of registration of transfers, and the names of transferees and the relevant folio containing particulars thereof;
(c ) if the names aforesaid are not arranged in alphabetical order having annexed thereto an index sufficient to enable the name of any person therein to be easily found.
- Particulars specifying name, nationality, date of birth, date of appointment, Election Commission’s Identity Card No. if issued and residential address with respect to the persons who at the date of the company’s last annual general meeting are the directors of the company and with respect to any person who at the date is the manager or the secretary of the company together with all such particulars, with respect to those who had ceased to hold such office that is the office of the director, manager or secretary on or before the date of the last annual general meeting and since the date of the annual general meeting with respect to which the last return was submitted or in the case of the first return, since the incorporation of the company.
- Information whether the shares of the company are listed on a recognised stock exchange.
FORM OF ANNUAL RETURN OF A COMPANY HAVING A SHARE CAPITAL
ANNUAL RETURN
THE COMPANIES ACT, 1956 (1 OF 1956)
SCHEDULE V
[See ]
PART II
- Registration Details
Registration No. |
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State Code |
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(Refer Code List) |
Registration Date |
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Whether shares listed on | ||||||||||||||||||||
Date | Month | Year | recognised Stock Exchange(s) |
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Y – Yes | N – No | |||||||||||||||||||||||
If Yes, Stock Exchange Code (Totals) | ||||||||||||||||||||||||
(Refer Code List 2) |
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AGM Held |
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Y – Yes | Date of AGM/ | |||||||||||||||||||||
N – No | Due date |
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Date | Month | Year |
- Name and Registered Office Address of Company :
Company Name |
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Address |
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Town/City |
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State |
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Pin Code |
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Telephone |
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with STD | Area Code | Number |
Fax Number |
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Mail Address |
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III. Capital Structure of the Company (Amount in Rs. Thousands)
Authorised Share Capital Breakup
Type of Shares | No. of Shares | Nominal value (in Rs.) |
(i) Equity |
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(ii) Preference |
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Total Authorised Capital |
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Issued Share Capital Breakup |
Type of Shares | No. of Shares | Nominal value (in Rs.) |
(i) Equity |
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(ii) Preference |
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Total Issued Capital |
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Subscribed Share Capital Breakup
Type of Shares | No. of Shares | Nominal value (in Rs.) |
(i) Equity |
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(ii) Preference |
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Total Subscribed Capital |
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Paid-up Share Capital Breakup
Type of Shares | No. of Shares | Nominal value (in Rs.) |
(i) Equity |
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(ii) Preference |
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Total Paid-up Capital |
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Debentures Breakup
Type of Debenture | No. of Debentures | Nominal value (in Rs.) |
(i) Non-Convertible |
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(ii) Partly Convertible |
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(iii) Fully Convertible |
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Total Amount |
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- Directors/Manager/Secretary Information (Past and Present) [Refer clause 6 of Part I of Schedule V]
Name |
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Surname | Middle Name | First Name |
Nationality |
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I – Indian | Date of Birth |
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F – Foreign | Date | Month | Year |
Designation |
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C – Chairman-cum-Managing Director | ||||
W – Whole Time Director, S – Secretary, R – Manager | ||||||
D – Director, M – Managing Director |
Date of |
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Date of |
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Appointment | Date | Month | Year | Ceasing | Date | Month | Year |
Election Commission |
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Identity Card No. | ||||||||||||||||||
(if issued) |
Name |
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Surname | Middle Name | First Name |
Nationality |
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I – Indian | Date of Birth |
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F – Foreign | Date | Month | Year |
Designation |
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C – Chairman-cum-Managing Director | ||||
W – Whole Time Director, S – Secretary, R – Manager | ||||||
D – Director, M – Managing Director |
Date of |
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Date of |
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Appointment | Date | Month | Year | Ceasing | Date | Month | Year |
Election Commission |
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Identity Card No. | ||||||||||||||||||
(if issued) |
Name |
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Surname | Middle Name | First Name |
Nationality |
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I – Indian | Date of Birth |
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F – Foreign | Date | Month | Year |
Designation |
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C – Chairman-cum-Managing Director | ||||
W – Whole Time Director, S – Secretary, R – Manager | ||||||
D – Director, M – Managing Director |
Date of |
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Date of |
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Appointment | Date | Month | Year | Ceasing | Date | Month | Year |
Election Commission |
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Identity Card No. | ||||||||||||||||||
(if issued) |
Residential Address |
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Town/City |
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District |
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State |
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Pin Code |
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Residential Address |
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Town/City |
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District |
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State |
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Pin Code |
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Residential Address |
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Town/City |
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District |
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State |
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Pin Code |
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*Note : Additional Sheets may be attached if needed.
- Details of Shares/Debentures held at date of AGM*
Ledger Folio of Share/Debenture Holder |
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Share/Debenture |
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Holder’s Name | Surname | Middle Name | First Name |
Father’s/ |
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Husband’s Name |
Type of Share/ |
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1 – Equity, 2 – Preference Shares |
Debenture |
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3 – Debentures, 4 – Stock |
Number of Shares/ |
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Amount |
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Debentures held/ | per share | ||||||||||||||
Stock, if any | (in Rs.) |
Ledger Folio of Share/Debenture Holder |
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Share/Debenture |
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Holder’s Name | Surname | Middle Name | First Name |
Father’s/ |
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Husband’s Name |
Type of Share/ |
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1 – Equity, 2 – Preference Shares |
Debenture |
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3 – Debentures, 4 – Stock |
Number of Shares/ |
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Amount |
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Debentures held/ | per share | ||||||||||||||
Stock, if any | (in Rs.) |
Ledger Folio of Share/Debenture Holder |
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Share/Debenture |
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Holder’s Name | Surname | Middle Name | First Name |
Father’s/ |
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Husband’s Name |
Type of Share/ |
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1 – Equity, 2 – Preference Shares |
Debenture |
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3 – Debentures, 4 – Stock |
Number of Shares/ |
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Amount |
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Debentures held/ | per share | ||||||||||||||
Stock, if any | (in Rs.) |
Note : Separate sheet may be attached if needed. If number of such shareholders exceed 10. If so desired a text file may be submitted on a floppy or a cartridge tape in the format given in Annexure III.
Address |
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Town/City |
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District |
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State |
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Pin Code |
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Address |
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Town/City |
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District |
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State |
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Pin Code |
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Address |
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Town/City |
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District |
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State |
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Pin Code |
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- Details of Shares/Debentures transfers since date of last AGM (or in the case of the first return at any time since the incorporation of the company)*
Date of Previous AGM |
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Date | Month | Year |
Date of Registration of | ||||||||||
Transfer of Shares |
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Date | Month | Year |
Transfer of Transfer |
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1 – Equity, 2 – Preference Shares |
3 – Debentures, 4 – Stock |
Number of Shares/ Debentures Transferred |
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Amount per share (in Rs.) |
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Ledger Folio of Transferor |
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Transferor’s |
Name |
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Surname | Middle Name | First Name |
Ledger Folio of Transferor |
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Transferor’s |
Name |
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Surname | Middle Name | First Name |
Date of Registration of | ||||||||||
Transfer of Shares |
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Date | Month | Year |
Type of Transfer |
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1 – Equity, 2 – Preference Shares |
3 – Debentures, 4 – Stock |
Number of Shares/ |
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Amount |
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Debentures Transferred | per share | ||||||||||||||
(in Rs.) |
Ledger Folio of Transferor |
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Transferor’s |
Name |
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Surname | Middle Name | First Name |
Ledger Folio of Transferor |
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Transferor’s |
Name |
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Surname | Middle Name | First Name |
Note : Separate sheet may be attached if needed. If number of such transactions exceed 10, if so desired a text file may be submitted on a floppy or cartridge in the format given in Annexure IV.
VII. Indebtedness of the Company (Amount in Rs. Thousands) [Secured Loans including interest outstanding/accrued but not due for payment].
Amount |
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VIII.Equity Share Capital Breakup (Percentage of Total Equity)
(i) Govt. [Central & State(s)] | (ii) Govt. Companies | ||||||||
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(iii) Public Financial Institutions | (iv) Nationalised/Other Banks | ||||||||
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(v) Mutual Funds | (vi) Venture Capital | ||||||||
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(vii) Foreign Holdings | (viii)Bodies Corporate | ||||||||
(FIIs/FCs/FFIs/NRIs/OCBs) | (Not mentioned above) | ||||||||
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(ix) Directors/Relatives of | (x) Other top 50 shareholders | ||||||||
Directors | (other than those listed above) | ||||||||
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We certify that :
(a) the return states the facts as they stood on the date of the annual general meeting aforesaid, correctly and completely;
(b) since the date of the last annual return the transfer of all shares, debentures, the issue of all further certificates of shares and debentures have been appropriately recorded in the books maintained for the purpose;
[ (c)the whole of amounts envisaged in clauses (a) to (e) of sub-section (2) of of the Companies Act, 1956 remaining unpaid or unclaimed for a period of seven years from the date they become payable by a company have been credited to the Investor Education and Protection Fund;]
(d) the company has not, since the date of the annual general meeting with reference to which the last return was submitted, or in the case of a first return, since the date of the incorporation of the company, issued any invitation to the public to subscribe for any shares or debentures of the company;
(e) where the annual return discloses the fact that the number of members of the company exceeds fifty, the excess consists wholly of persons who under sub-clause (1) of are not to be included in reckoning the number of fifty;
(f) since the date of annual general meeting with reference to which the first return was submitted or in the case of a first return since the date of the incorporation of the private company, no public company or deemed public company has or have held twenty-five per cent, or more of its paid-up share capital;
(g) the company did not have an average turnover of Rs. 10 crores or more during the relevant period;
(h) since the date of the annual general meeting with reference to which the last annual return was submitted or since the date of incorporation of the company, if it is first return, the company did not hold twenty-five per cent or more of the paid-up share capital of one or more public companies; and
(i) the private company did not accept or renew or invite deposits from the public.
Signed | |
Director | ………………………………………. |
Director/Managing Director/Manager/Secretary | ………………………………………. |
Secretary in whole time practice | ………………………………………. |
CP No. | ………………………………………. |
Note : Certificates to be given by a Director and Manager/Secretary or by two Directors where there is no manager or secretary. In the case of a company whose shares are listed on a recognised stock exchange, the certificates shall also be signed by a secretary in whole time practice.
ANNEXURE I
CODE LIST 1 : STATE CODES
State Code | State Name | State Code | State Name |
01 | Andhra Pradesh | 02 | Assam |
03 | Bihar | 04 | Gujarat |
05 | Haryana | 06 | Himachal Pradesh |
07 | Jammu & Kashmir | 08 | Karnataka |
09 | Kerala | 10 | Madhya Pradesh |
11 | Maharashtra | 12 | Manipur |
13 | Meghalaya | 14 | Nagaland |
15 | Orissa | 16 | Punjab |
17 | Rajasthan | 18 | Tamil Nadu |
20 | Uttar Pradesh | 21 | West Bengal |
22 | Sikkim | 23 | Arunachal Pradesh |
24 | Goa | 52 | Andaman Islands |
53 | Chandigarh | 54 | Dadra Islands |
55 | Delhi | 56 | Daman & Diu |
57 | Lakshadweep | 58 | Mizoram |
59 | Pondicherry |
ANNEXURE II
CODE LIST 2 : STOCK EXCHANGE CODES
Exchange Code | Stock Exchange | Exchange Code | Stock Exchange |
A1 | Bombay | B1 | OTCEI |
A2 | Delhi | B2 | Nagpur |
A4 | Calcutta | B4 | Coimbatore |
A8 | Madras | B8 | Cochin |
A16 | Bangalore | B16 | MP |
A32 | Hyderabad | B32 | Jaipur |
A64 | Ahmedabad | B64 | Rajkot |
A128 | Pune | B128 | Gauhati |
A256 | Kanpur | B256 | Bhubaneshwar |
A512 | Ludhiana | B512 | Magadh |
A1024 | National Stock | B1024 | Vadodara |
Exchange | B2048 | Rajkot |
Note : If listed in more than one exchange, add the respective codes to arrive at the Totals under the same category. For example a company listed in Bombay, Pune, Nagpur and Cochin will fill in the exchange codes as follows :
A | 1 | 2 | 9 | B | 1 | 0 |
ANNEXURE III
SHARES/DEBENTURES HELD : (FORMAT FOR FLOPPIES)
I. | Registration Details : | ||||
Field | Type | Length | Format/Value | ||
State Code | Number | 2 | – | ||
Registration No. | Number | 6 | – | ||
Date of AGM | Date | 8 | (DD/MM/YY) | ||
Date of last AGM | Date | 8 | (DD/MM/YY) |
Note : The first text file cid.txt will contain the data for above field for Company Identification.
V. Shares held by Shareholders : | |||
Field | Type | Length | Format/Value |
Ledger folio of shareholder | Character | 8 | – |
Name of shareholder | Character | 20 | Surname/Middle Name/ |
First Name | |||
Father’s/Husband’s name | Character | 20 | Surname/Middle Name/ |
First Name | |||
Residential address | Character | 40 | – |
Town/City | Character | 20 | – |
State | Character | 20 | – |
Pin Code | Number | 6 | – |
Type of Share/Debenture | Number | 1 | 1 – Equity, 2 – Preference, |
3 – Debentures, 4 – Stock | |||
Number of Shares/ | |||
Debenture | Number | 6 | – |
Amount per Share/ | |||
Debenture | Number | 6 | – |
Note : The second text file shh.txt will contain the data for above fields for the shareholders/debentureholders.
The files may be submitted in 5.25″ or 3.5″ floppies (preferably 3.5″) or 60/150 MB Normal Cartridge Tapes (mini Cartridges not acceptable). The Floppies/Cartridges may be formatted in DOS/Unix.
ANNEXURE IV
SHARES TRANSFERRED : (FORMAT FOR FLOPPIES)
- Registration Details :
Field | Type | Length | Format/Value | |
State Code | Number | 2 | – | |
Registration No. | Number | 6 | – | |
Date of AGM | Date | 8 | (DD/MM/YY) | |
Date of last AGM | Date | 8 | (DD/MM/YY) |
Note : The first text file cid.txt will contain the data for above field for Company Identification.
- Transactions after the last AGM :
Field | Type | Length | Format/Value | |
Date of transfer of shares | Date | 8 | (DD/MM/YY) | |
Type of Share/Debenture | Number | 1 | 1 – Equity, 2 – Preference, | |
3 – Debentures, 4 – Stock | ||||
Number of Shares/ | ||||
Debentures | Number | 6 | – | |
Amount per Share/ | ||||
Debenture | Number | 6 | – | |
Ledger folio of Transferor | Character | 8 | – | |
Name of Transferor | Character | 20 | Surname/Middle Name/ | |
First Name | ||||
Ledger folio of Transferee | Character | 8 | – | |
Name of Transferee | Character | 20 | Surname/Middle Name/ | |
First Name |
Note : The second text file shh.txt will contain the data for above fields for each such share transfer.
The files may be submitted in 5.25″ or 3.5″ floppies (preferably 3.5″) or 60/150 MB Normal Cartridge Tapes (mini Cartridges not acceptable). The Floppies/Cartridges may be formatted in DOS/Unix.
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