INC-22A

ACTIVE

(ACTIVE COMPANY TAGGING

IDENTITIES & VERIFICATION) – INC 22A

ALL YOU NEED TO KNOW
(Compliance Date Now Extended to 15th June, 2019)

Contact Office [email protected]
[email protected]
1/17 1/B First Floor, Paras Chamber,
Lalita Park, Laxmi Nagar, Delhi-110092 www.ibcprofessionals.in

+91-9999148006, 9811010575

UNDERSTANDING THE PROVISIONS OF SECTION 25 A
OF COMPANIES (INCORPORATION) RULES, 2014 -
ACTIVE / INC- 22 A

In a further bid to clearly establish the identify of Corporate Persons, the Government of India has
come out with a new E-Form known as ACTIVE (Active Company Tagging Identities and
Verification)/ INC-22A. The Form is required to be filed by Every Company (whether OPC / Public /
Private or even Section 8 company or otherwise) which are incorporated in India on or before 31st
December, 2017 by providing the details of their Registered Office address such as Photographs of
Registered Office covering exterior and interior view of the Office area used as Registered Office
along with image of at least one Director / KMP (Key Managerial Personnel). The Form also
mandates filing of certain other details such as longitude and latitude of the location of office and
E-mail id etc. It is also important that such address must invariably have a Display Board at the
registered office of the company having the Name, CIN & GST No. of the company.

After DIR-3 compliance which seeks to identify the identity of the Directors. The Form INC-22A is
intended to identify the location of the company which is shown as its Registered Office of the
company. The Form is intended to curb the practice of providing fake & dummy address locations of
the Registered Office by many unscrupulous promoters group at any time before or after the
registration of the company. The move is also intended to uplift the level of corporate governance in
corporate entities for protection of the interest of stakeholders dealing with corporate entities.

LEGAL FRAMEWORK

The Central Government in exercise of the powers conferred by sub-section (9) of section 12 and
sub-sections (1) and (2) of section 469 of the Companies Act, 2013 (18 of 2013), hereby notifies Rule
25A to further amend the Companies (Incorporation) Rules, 2014 named as below:-

These rules may be called the Companies (Incorporation) Amendment Rules, 2019
They shall come into force with effect from 25th February, 2019.

APPLICABILITY

The Form is applicable on all companies whether Public, Private, OPC or Otherwise incorporated at
any time on or before 31st December, 2017 irrespective of their size, capital, turnover or any other
criterion.

Therefore no exemption is provided to any company from the above proviso except in the following
case.

Companies Struck-off or under process of striking off
Companies under Liquidation / Amalgamated/Dissolved

The above cases comprises of the companies which are in the process of being wound-up /
Non-Existence due to any event such its Amalgamation, Liquidation or Dissolution. Therefore,
virtually no exemption from compliance is available to any operative company in any case.

According to the said rule, the Form is required to be filed by all companies before 25th April, 2019.

1.

COMPANIES INELIGIBLE TO FILE FORM 22A

Following companies are ineligible to file the above FORM 22A

The Companies which have defaulted in filling their audited financial statements and/or Annual
return as per the Companies Act, 2013, cannot file this E-Form Active unless the same has been
resolved by the Company.

WHAT PARTICULARS TO BE FILED IN ACTIVE
FORM / INC-22

The FORM requires the filing of particulars of the Registered Office address of the company along
with following attachments.

(i) Photograph of Office showing external building and
(ii) Photograph of Office from inside area of the registered office and outside the Building
where the registered office of the company is situated.

The Photographs shall also include the image of at least one director / key managerial personnel
(KMP) who shall also affix his/her Digital Signature to e-Form INC 22A. Besides the above, the
company is also required to file the Longitude and Latitude of the address locations. These
particulars can be accessed from various locational map directional website.

In addition, the above FORM has the following Pre-Filled information in case the company has
already filed the required particulars in this regard.

• Basic details of the form including company name, registered address, and registered email id.
• Number of directors along with the name and status of DIN.
• Details of the statutory auditors.
• Cost auditor appointment requirement and details.
• Details of the managing director or the chief executive officer or whole time manager along

with DIN/PAN, Name and designation

• Details of the company secretary of the company in case it is applicable along with PAN

name and membership number.

• Details of the chief financial officer of the company in case it is applicable.
• Details of other forms including AOC-4-AOC-4 XBRL and MGT-7 filed for the FY 2017-18.

There is no filing fees in filing the above form provided the form is filed by the prescribed period i.e.
25th April, 2019. Further, the Govt. through its notification dated 25th April, 2019 has extended the
compliance period till 15th June, 2019. Therefore, the companies can now file the above form without
delayed penalty till 15th June, 2019 without payment of any additional fees.

CERTIFICATION

The Form is required to be digitally signed by One Director in case of One Person Company and in
case of other company by two directors or alternatively one director and one key managerial
personnel of the company.

In addition, the form is also required to be certified by a practising professional such as
CA/CS/ICWA.

2.

CONSEQUENCES OF NOT FILING FORM INC-22A

If a Company which is required to file this form does not file the same on or before 25th April,2019,

The Company will be marked as “ACTIVE-non-compliant” on the MCA portal, and this status will
be changed only after filling this form with fees of Rs.10,000/- and

As being “Active-non-compliant”, the SH-07-Change in Authorized Capital;
ROC will not process these Forms PAS-03-Change in Paid-up Capital;
filed by the company with regard DIR-12-Changes in Director
to the following corporate actions except cessation;
INC-22-Change in Registered Office;
INC-28 -Amalgamation, de-merger

3.

FORM INC 22A – AT A GLANCE

INTRODUCTION:
The Central Government in exercise of the powers conferred by sub-section (9) of section 12 and
sub-sections (1) and (2) of section 469 of the Companies Act, 2013 (18 of 2013), hereby notifies Rule
25A to further amend the Companies (Incorporation) Rules, 2014 named as below:-

These rules may be called the Companies (Incorporation) Amendment Rules, 2019
They shall come into force with effect from 25th February, 2019.

APPLICABILITY:
Rule 25A of Companies (Incorporation) Amendment Rules, 2019 :
Every company incorporated on or before the 31st December, 2017 shall file the particulars of the
Company and its registered office, in E-Form ACTIVE (Active Company Tagging Identities and
Verification) on or before 25.04.2019. Compliance Date now extended to 15th June, 2019

Limited Exemption in the Following Case :
Certain Companies are not required to file this Form who are having status as:
Struck-off or under process of striking off
Under Liquidation/ Amalgamated/Dissolved

The Companies mentioned above shall file this E-Form
giving details about the following

DIN of all the directors which must be approved* (*only after filling of DIR-3KYC)
Appointment of Statutory Auditor i.e. ADT-1 of the auditor should be filed
In case Company is required to appoint Cost Auditor, the appointment of the same
All those companies which required the Appointment of KMP/s, the same should be complied
Filing of financial statements and annual return must be done
Email Id of the company
Latitude and longitude of the Company’s Registered Office

(+) Along with the
Photograph of Registered Office showing external building and inside building also, showing
at least one director/KMP who has affixed his/her DSC to this form, which is to be attached
in the Form.
Certification: The Form has to be Certified from a practising Professional whether CA/CS/CWA.

4.

REXTRICTIONS ON DEFAULTING COMPANIES: The Companies which have defaulted in filling their
audited financial statements and/or Annual return as per the Companies Act, 2013, cannot file this
E-Form Active unless the same has been resolved by the Company.

TIME PERIOD: This E-Form needs to be filed on or before 25th April, 2019.

FEES: The fees prescribed is as follows

If the E-form ACTIVE/INC-22A is filed No ROC Fees for filling on
or before 25th of April,2019 Fees of Rs.10,000/- has to be paid

If Filed on or after 26th April, 2019

5.

FAQ FREQUENTLY
ASKED QUESTIONS

Q1: What is the time period for the first time filling of this Form?

As per the original order, the form was required to be filed by the companies on or before 25th
April, 2019. However, the compliance date is now extended to 15th June, 2019.

Q2: Whether a Private / One Person Company also needs to file this
Form?

Yes, Every Company whether it is Private Limited Company / OPC or any other company is
mandatorily required to file this FORM.

Q3: What is the Fees for filling as well as for the late filling?

Till 15.06.2019, there is no fess for filling this Form but on or after 26.04.2019 Rs. 10,000/-
additional fees will charged for late filling.

Q4: What attachments are required in this Form?

Photograph of registered office showing external building and inside building also, showing at
least one director/KMP who has affixed his/her DSC to this form.

Q5: Whether Certification from a Practising Professional i.e.,
CA/CS/CWA is required?

Yes, Certification is required in this E-Form Active by a Practising Professional such as
CA/CS/CWA as in case of other E-Forms.

Q6: Whether it is a Onetime Compliance or Annual Compliance?

As of now, it is notified as Onetime Compliance required to be done by the Companies
incorporated on or before 31st December, 2017. No subsequent compliance or filing requirement in
future is specified in the rules.

(Research : IBC PROFESSIONALS)

6.

INTRODUCTION ABOUT IBC PROFESSIONALS

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Dispute Resolution, Fund Raising, M&A & Liquidation areas. Over the years, our team
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As a service provider, we offer a complete or selective professional support services in the
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FEEL FREE TO CONTACT US FOR ANY QUERY

DELHI NOIDA

1/17 1/B First Floor, Paras Chamber, LGF, C - 154,
Lalita Park, Laxmi Nagar, Delhi-110092 Sector 51 Noida - 201 301

+91-9999148006, 9811010575 0120-4214372, + 91 9810 89 4275

[email protected] www.ibcprofessionals.in
[email protected]

7.