Section 137 of the Companies Act, 2013 (“the Act”) requires every company to file a copy of the financial statements, including the consolidated financial statements, the board's report, the auditor's report, and the directors' responsibility statement, with the ROC within thirty days of the annual general meeting.
The Form and Contents
The filing is made in Form AOC-4. The form must be accompanied by the financial statements, the board's report, the auditor's report, and the other documents prescribed by the rules. The company must also file the consolidated financial statements in Form AOC-4 CFS where applicable.
The Deadline
The thirty-day period runs from the date of the annual general meeting. Where the AGM is held on 30 September, the due date is 30 October. Where the AGM is adjourned, the thirty-day period runs from the date of the adjourned meeting. Where the financial statements are adopted by the members without an AGM, the thirty-day period runs from the date of adoption.
The Penalty
The failure to file the financial statements within the deadline attracts an additional fee of ₹100 per day, and the company and its officers are liable to penalty under Section 137(3). The penalty can extend to ₹1,000 per day for the company and ₹1,000 per day for the officers, subject to a maximum of ₹10 lakh for the company and ₹2 lakh for the officers.
The ROC has the power to adjudicate the penalty, and the company can appeal the adjudication order. The failure to file the financial statements for three consecutive years can lead to the disqualification of the directors and to the strike-off of the company.
The XBRL Filing
Certain classes of companies must file the financial statements in XBRL format. The XBRL filing is in addition to the AOC-4 filing, and it requires the company to tag the financial data using the taxonomy prescribed by the MCA. The XBRL filing is mandatory for listed companies, companies with a paid-up capital of ₹5 crore or more, and companies with a turnover of ₹100 crore or more.
Call to Action
Anuj Desai & Associates advises companies on the Section 137 filing—from the AOC-4 preparation and the CFS filing to the XBRL tagging and the response to an adjudication notice. If your financial statements are due, we can help you file them on time.
📧 office@anujdesaiassociates.com
📞 9619456656
🌐 https://anujdesaiassociates.com
🔗 linkedin.com/in/ca-anuj-desai-122547230
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