IT Ltd. acquired 99% equity shares in Zeb Ltd. on 1st February, 2021. Amongst other compliances the Company Secretary informed the finance team that the consolidated Financial Statements of IT Ltd. are required to be pre

CS Professional · Secretarial Audit, Compliance Management and Due Diligence · PYQS · June 2021
IT Ltd. acquired 99% equity shares in Zeb Ltd. on 1st February, 2021. Amongst other compliances the Company Secretary informed the finance team that the consolidated Financial Statements of IT Ltd. are required to be prepared and presented to the Board. The CFO asks the Company Secretary to prepare a brief note on compliances relating to the Financial Statements and forms to be filed with Registrar of Companies for discussion with the Statutory auditors. Outline the key points to be covered in the note and indicate the relevant forms to be filed.

Answer & Explanation:

Preparing consolidated financial statement According to section 129(3) of Companies Act, 2013, where a company has one or more subsidiaries, it shall, in addition to its financial statements, prepare a consolidated financial statement. Further, the company shall also attach along with its financial statement, a separate statement containing the salient features of the financial statement of its subsidiary in Form AOC-1. Approval of Financial Statement by the Board According to section 134 of the Companies Act, 2013, the financial statement, including consolidated financial statement, shall be approved by the Board of Directors before the same being signed for and on behalf of the Board. The resolution approving the said financial statements shall be filled in e-form MGT-14 pursuant to Sec 117(3)(g) read with Sec 179(3) of the Act. Placing the Financial Statements in AGM According to section 129(2) of the Companies Act, 2013, at every AGM of a company, the Board of Directors of the company shall lay before such meeting financial statements for the financial year. Filling of Financial Statements with ROC As per Section 137 of Companies Act, 2013 & Rule 12(1) of Companies (Accounts) Rules, 2014, the company is required to file its financial statements, including consolidated financial statement along with all the required documents with the Registrar within 30 days of the date of AGM or in case financial statements are adopted in the adjourned AGM, within 30 days of the date of adjourned AGM. If financial statements are not adopted at AGM or adjourned AGM, such unadopted financial statements along with the required documents shall be filed with the Registrar within thirty days of the date of AGM and the Registrar shall take them in his records as provisional till the financial statements are filed with him after their adoption in the adjourned AGM for that purpose. If AGM is not held for any year, the financial statements along with the documents required to be attached under section 137(1) duly signed along with the statement of facts and reasons for not holding the annual general meeting shall be filed with the Registrar in within 30 days of the last date before which the annual general meeting should have been held. The Financial Statements shall be filled in E-form AOC-4 & E-form AOC-4 CFS.

Topics: Compliance Management

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