Section 460 of the Companies Act, 2013: Condonation of delay in certain cases

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Section 460 of the Companies Act, 2013 provides for condonation of delay of application or document to be filed by a company. Section 460(a) states that where any application is required to be made to the Central Government under any provision of the Act, and if it is not filed within the time prescribed, the Central Government can condone the delay on the reasons recorded in writing. Section 460(b) states that where any document is required to be filed to the Registrar under any provision of the Act, and it is not filed within the time prescribed, the Central Government can condone the delay on the reasons recorded in writing.

Procedure for condonation of delay If a company delays in filing any application or document within the prescribed time, then it needs to apply to the Central Government for condonation of delay under Section 460 to accept its delayed application or document.

The procedure is as follows-

• The company needs to hold a Board meeting and pass a resolution to approve the application for condonation of delay to be filed before the Central Government.

• Authorize a Company Secretary or Chief Financial Officer or any Director of the company to make an application to the Central Government.

• The company needs to apply for condonation of delay to the Central Government in Form CG-1 along with the copy of Board resolution authorizing the filing of the application and other required documents.

• The Central Government will scrutinize the application and issue an order of acceptance or rejection of the application.

• The order passed by the Central Government is to be filed with the Registrar in Form INC-28 along with the required documents and fees. The respective documents for which the delay is condoned need to be filed along with the fees and SRN of Form INC-28.

The Central Government under the powers conferred to it under Section 460 has also introduced schemes such as the Company Law Settlement Scheme, 2014, Condonation of Delay Scheme, 2018, Companies Fresh Start Scheme, 2020 and LLP Settlement Scheme, 2020 for condoning the delay of the companies. These schemes condoned the delay and allowed the companies to file their annual documents beyond the prescribed time limit without much or no penalty or punishment for the delay. However, these schemes were introduced for a specific period, usually for a period of one year under which the company could take advantage of the respective schemes and file the belated documents to the Registrar.