In each calendar year every company, whether or not it has a share capital, must file with the Registrar of Companics an annual return signed by both the secretary and a director. A return need not be filed in the year of incorporation or in the following year if the company is not required by the Companies Act to hold an annual general meeting in those years. In all other cases the return must be completed within forty-two days of the A.G.M.
The annual return must be prepared in accordance with the 1985 Companies Act and, in the case of companies with a share capital, in accordance with Schedule 15 of that Act. This Schedule replaces Schedule 6 of the 1948 Companies Act.
The requirements of the 15th Schedule are very detailed and comprehensive. They call for (1) information on the location of the registered office and that of the share register if kept elsewhere, (2) a break-down of the capital of the company and a full list of shareholders with details regarding changes therein during the year and specific information regarding the amounts called up and paid on shares, discounts allowed. shares forfeited, etc., (3) particulars of any mortgages or other charges, (4) details of directors and secretary and (5) sundry other facts under these various headings.
The one important concession is that afforded regarding the list of members. A full list need not be given if it has been supplied in either of the two preceding years. In that case only details of changes since that date are required.
Reference: The Penguin Business Dictionary, 3rd edt.
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