Suparna Sachar (Senior Partner)
We have put together some important relaxations provided by the Ministry of Corporate Affairs (MCA) to companies during the pandemic. The relaxations by MCA are provided in the form of waiver of additional fees, extra time for filing forms, holding of Board Meeting or General Meeting through Video Conference etc.
Holding of EGM through VC
The MCA, in its circular 14/2020 dated 08th April 2020, first time allowed Companies to hold their Extra-Ordinary General Meeting (EGM) through Video Conferencing (VC) till 30th June 2020.
- Circular No. 22/2020 dated 15th June 2020 further extended till 30th September 2020
- Circular No. 33/2020 dated 28th September 2020, extended till 31st December 2020
- Circular No. 33/2020 dated 31st September 2020, extended till 30th June 2021
- Circular No. 10/2021, dated 23rd June 2021, extended till 31st December 2021
As per the latest Circular of 23rd June 2021, the MCA has allowed companies to hold their EGM through VC till 31st December 2021.
Holding of AGM through VC
The MCA vide the below-mentioned circulars allowed Companies to hold their Annual General Meeting (AGM) through VC.
Circular No.20/2020 (read with Press Release dated 8th September 2020) dated 05th May 2020 allowed Companies to hold their AGM through VC till 31st December 2020
Circular No.02/2021 dated 13th January 2021 extended till 31st December 2021
As per the Circular passed on 13th January 2021, the MCA has allowed all the companies to hold their AGM through VC until 31st December 2021.
Holding of Board Meeting (BM) through VC
Section 173(2) of the Companies Act, 2013 allows directors to participate through VC or other audio-visual means in the meetings of the board. Rule 4 states that the following matters cannot be dealt with or approved through VC or other audio-visual means:
- Approval of annual financial statements;
- Approval of board’s report;
- Approval of prospectus;
- Audit committee meeting for approval of financial statements; and
- Amalgamation, merger, demerger, acquisition, and takeover.
The MCA vide below-mentioned amendment in the Rules allowed Companies to hold their BM through VC for discussion on such restricted matters.
- Notification dated 19th March 2020 regarding Companies (Meetings of Board and its Powers) Amendment Rules, 2020 extended up to 30th June 2020
- Notification dated 23rd June 2020 regarding Companies (Meetings of Board and its Powers) Second Amendment Rules, 2020 extended up to 30th September 2020
- Notification dated 28th September 2020 regarding Companies (Meetings of Board and its Powers) third Amendment Rules, 2020 extended up to 31st December 2020
- Notification dated 30th December 2020 regarding Companies (Meetings of Board and its Powers) Fourth Amendment Rules, 2020 extended up to 30th June 2021
- Notification dated 15th June 2021 regarding Companies (Meetings of Board and its Powers) Fourth Amendment Rules, 2020 extended till lifetime.
After the amendment dated 15th June 2021, companies can deal with any matter in the BM through VC. Now, there are no restrictions on the discussion of any matter in the BM through VC.
This move by MCA will ease the burden on companies to hold physical meetings even beyond the pandemic.
Relaxation from Additional Fees
As per the MCA circular dated 03rd May 2021 and 30th June 2021, if the due date of any form of Company and LLP, out of 53 form list given by MCA (except CHG-1, CHG-4 and CHG-9), is falling between 1st April 2021 to 31st July 2021, then those forms can be filed without additional fees till 31st August 2021.
Relaxation in time for filing of charge related form after the due date
As per the MCA circular dated 03rd May 2021 and 30th June 2021, the following relaxations for forms related to the creation or modification of charges have been given:
- If 120 days from the date of creation of charge or modification of charge has not expired on 1st April 2021, then the period from 01st April 2021 to 31st July 2021 shall not be considered for calculation of 120 days.
- If any charge is created or modified between 01st April 2021 to 31st July 2021, then 01st August 2021 shall be considered the 1st day of creation/ modification of charge.