Can dir12 be filed before 20a

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Kunjan (Querist)
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16 May 2023 i want to appoint a KMP , i believe i can file dir12 before filing 20a.

till 20a is not filed, only annual forms, charge related fill Form SH-7, MGT-14, charge related forms or any annual filling forms cant be filed.
correct?

Asha Kanta Sharma

Asha Kanta Sharma

(Expert)
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06 July 2024 Yes, you are correct in your understanding regarding the filing sequence and restrictions for annual filings and charge-related forms before filing Form 20A for appointment of a Key Managerial Personnel (KMP). Here's a breakdown of the process:

1. **Appointment of KMP (DIR-12)**: You can file Form DIR-12 for the appointment of a Key Managerial Personnel (KMP) before filing Form 20A.

2. **Form 20A (Appointment of KMP)**: Form 20A is required to be filed within 60 days of appointment of the KMP. This form notifies the Registrar of Companies (RoC) about the appointment.

3. **Restrictions Before Filing Form 20A**: Until Form 20A is filed, there are certain restrictions:
- **Annual Filings**: Annual filing forms like Form AOC-4 (Financial Statements) and Form MGT-7 (Annual Return) cannot be filed.
- **Charge-related Forms**: Forms related to charges like Form CHG-1 (Creation or Modification of Charge) and Form CHG-9 (Satisfaction of Charge) cannot be filed.

4. **Exceptions (SH-7, MGT-14)**: Forms like Form SH-7 (Notice to Registrar of any alteration of share capital) and Form MGT-14 (Filing of resolutions and agreements to the Registrar) are generally not restricted by the filing of Form 20A. These forms can be filed as per their respective requirements.

5. **Charge-related Forms**: If there are any specific charge-related forms (CHG forms) that need to be filed, those would typically be restricted until after Form 20A is filed.

In summary, you can file Form DIR-12 for the appointment of a KMP before filing Form 20A. However, certain annual filing forms and charge-related forms are restricted until Form 20A is filed with the Registrar of Companies (RoC). Always ensure to comply with the timelines and requirements specified by the Ministry of Corporate Affairs (MCA) for these filings.