A newly appointed Company Secretary of Overseas Ltd. with its headquarter in Kolkata discovered that the Company, four months ago, had created a floating charge on its assets located in Bhutan for raising a new loan and

It shall be the duty of every company creating a charge within or outside India, on its property or assets or any of its undertakings, whether tangible or otherwise, and situated in or outside India, to register the particulars of the charge signed by the company and the charge holder together with the instruments, if any, creating such charge in such form, on payment of such fees and in such manner as may be prescribed, with the Registrar within thirty days of its creation. Section 77 of the Companies Act, 2013 dealing with the registration of charge clarifies that any charge created within or outside India needs to be registered. In the given case, charge created by Overseas Ltd should have been registered even if it was on the assets in Bhutan. This clarifies that the stance taken by the officers was completely wrong. The Company Secretary must work for the registration of the charge which has been provided in the Section 77. Where charge is created before commencement of the Companies (Amendment) Ordinance, 2019: Within a period of 300 days from the date of such creation, without additional fees; If not made within the period of 300 days, the charge shall be made within 6 months from the date of commencement of Companies (Amendment) Act, 2019 on payment of additional fees. Charge has been created after the commencement of the Companies (Amendment) Act, 2019 i.e. on or after 02.11.2018. within a period of sixty days of such creation, on payment of such additional fees as may be prescribed: Provided further that if the registration is not made within the period specified the Registrar may, on an application, allow such registration to be made within a further period of sixty days after payment of such advalorem fees as may be prescribed. Assuming, the charge in the question is created after the commencement of the Companies (Amendment) Act, 2019. So, 4 months has already passed, thus, Section 77 of Companies Act, 2013 restricts the ability of the company to register charge after expiry of 120 days resulting beyond 120 days the charge cannot be registered. The clause relating to condonation of delay in creation/ modification of charge has been removed from Section 87. Therefore, if e-form CHG-1 is not filed within the specified period, the company shall not be allowed to file the form thereafter.