Sigma Ltd is an unlisted company with a paid up capital of ₹6 Crore and annual turnover of ₹55 Crore. The company filed its annual return with the ROC within sixty days from the date of AGM duly signed by the Director Fi

Section 92 of the Companies Act, 2013 prescribes that every company is required to prepare an annual return in the prescribed form containing the particulars as they stood on the close of the financial year. Further, Section 92(2) provides that the annual return, filed by a listed company or, by a company having such paid-up capital of rupees ten crore or more or turnover of rupees fifty crores or more or as may be prescribed, shall be certified by a company secretary in practice in the prescribed form (Form No. MGT-8), stating that the annual return discloses the facts correctly and adequately and that the company has complied with all the provisions of this Act. In the given case, the company Sigma Ltd is an unlisted company with paid up capital of Rupees six crore and turnover of Rupees fifty-five crore. Here, even though, its paid up capital is less than the prescribed amount of ₹10 Crores under Section 92(2), but its Turnover of ₹55 Crores exceeds the prescribed limit of ₹50 Crores under the provisions of Section 92(2) and accordingly, the necessity of the annual return being certified by the Company Secretary in practice (in Form no. MGT-8) is required for Sigma Ltd., besides the general requirements of Section 92(1) of annual return being signed by a director and the company secretary, or where there is no company secretary, by a company secretary in practice are applicable. When the company filed its annual return with the ROC within sixty days from the date of AGM duly signed by the Director (Finance) is not in compliance with Section 92(1) as it needs to be additionally signed by the company secretary, or where there is no company secretary, by a company secretary in practice. Further, Sigma Ltd has also failed to get its Annual Return certified by a Company Secretary in Practice ensure Hence there definitely is a non-compliance with Section 92(1) as well as 92(2) of Companies Act, 2013.