PAS 6

[Shubhra garg]

I have a query.  a public limited company has still not applied for dematerialisation of shares. are we required to file PAS 6 even now or after demat of shares? and if we apply for dematating now...for which period we will file PAS 6?

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CS Shubhra Garg

[Hardik Jetani]

There is no connection of Dematerialisation of shares and filing of PAS-6. If the company has all shares in physical form then also the company can file form PAS-6. However, company can not issue/transfer/offer shares unless all the existing shares dematerialised. 

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Thanks & Regards,

HARDIK JETANI & ASSOCIATES

COMPANY SECRETARIES

Mo.:+91 94082 30805

E-Mail ID: cshar...@gmail.com

[Shubhra garg]

For which period should we file now?

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CS Shubhra Garg

[CS RAVI GARG]

I think Ms Shubhra Garg query is for ISIN Creation (Not applied for dematerialisation of shares*)

See It is mandatory to avail ISIN for Unslited Public Company, if not done earlier then do it now. Form PAS-6 is also required to be filed for the same. ISIN is mandatory field for the same. 

Thanks & Regards,

Ravi Garg

Company Secretary

Mobile  :  7838204665

On Sat, Aug 1, 2020 at 5:46 PM Hardik Jetani <cshar...@gmail.com> wrote:

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[pradeep rathore]

Hi Shubhra garg

Section 29 read with Rule 9a of Companies (Prospectus and Allotment of Securities) Rules it say that every unlisted Public company issue share in demat from only and also give facility of dematerialisation to its existing shareholders 

and before making any further issue or buy back  entire holding of Director, Promoters  as well as KMP should be in Demat form

so until u do not change your capital structure till u can save the money from Depository

or till any shareholder not demand to convert there share in demat form  

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[Shubhra garg]

Thanks but till not are we not required to file PAS 6 also?

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CS Shubhra Garg

[pradeep rathore]

Yes you are required to file and it's mandatory. one more thing, the interpretation of the Rule is clear that you have to give option/facility  to your existing shareholder . this is upto them they convert or not 

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[Ramaswami Mohan]

To file PAS-6 , the co should have an ISIN number .

once you get an ISIN number, then if u want to convert the co into a private limited co, then you need to go through the delisting procedure. this will involve costs !! and i am not sure how many public cos can afford this at the present moment.

regards,

Mohan

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CS. R.  Mohan
Mobile: 9908814677

[Shubhra garg]

if an unlimited public company do not wants its shares in demat format then the requirement of form PAS 6 is not there?

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CS Shubhra Garg

[Ramaswami Mohan]

what is unlimited public co ?

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[Shubhra garg]

typing error...unlisted public company

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CS Shubhra Garg

[Ramaswami Mohan]

all public companies - closely held or listed (widely held) public cos ; whether their shares are actively traded or not ; all such cos have to file PAS 6 and it is essential to have an ISIN Number for enabling  a Co file PAS 6

Regards,

Mohan 

 

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[Pankaj CS]

If you see, the timeline for EXISTING companies has not been provided within which the such companies should apply for ISIN, so, I am taking a view that till there is no effective timeline for the existing companies, those companies may be treated fully complied if at the time of specific event as per rule, apply for ISIN. So, should it be interpreted that existing company may apply for ISIN only on the triggering of those events e.g. issue, transfer etc. as specified in the rule?

Also. it is very much clear by the wording of the section 29(1A), every public company to have demat facility (so all new public co to hold ISIN, straight immediately after incorporation).

Do i need correction in my understanding, please suggest.

[CS DILIP KUMAR CHOUDHARY]

Please have a look into this article.

https://blogs.compliancecalendar.in/filing-of-mca-eform-pas-6-with-important-faqs-by-cs-dilip-kumar-choudhary-1778


If you need more information do let me know.

Best Regards

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ACS Dilip Kumar Choudhary
KUMAR DILIP & ASSOCIATES
(Practising Company Secretary)
Membership No.: ACS47140
Address: C-35, Sector-47, Noida, Uttar Pradesh-201303
Address: 318, Pocket-D, Mayur Vihar, Phase-II, New Delhi-110091
Mobile: +91-9718674379
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[Pankaj CS]

Dear Dilip,

As this is a discussion forum, Right way would be if you give abstract of the specific response to the query here then ask to redirect to your website for more info.

[CS RAVI GARG]

Dear All,

As marked in my earlier email dated 01.08.2020, It is mandatory to avail ISIN for Unlisted Public Company, if not done earlier then do it now. 

Form PAS-6 is also required to be filed for the same. ISIN is a mandatory field for the same.   

Practical Issue: 

Q. Timeline by when this task should be Completed?

A. Not specified as such, however in order to comply with the provision of the Rule 9A, Company is required to approach any of the Depository through Share Transfer Agent in order to activate their ISIN which normally takes 12-15 Days time period. (Effective from 02.10.2018)

Ref: Every unlisted public company shall facilitate dematerialisation of all its existing securities by making necessary application to a depository as defined in clause (e) of sub-section (1) of section 2 of the Depositories Act, 1996. and shall secure International Security Identification Number (ISIN) for each type of security.

Brief Write-up for reference

COMPULSORY DEMATERIALISATION OF SECURITIES OF THE COMPANY-CREATION OF ISIN 

http://csravi2014.blogspot.com/2018/07/creation-of-isinde-materialization-of.html 

 

COMPULSORY DEMATERIALISATION OF SECURITIES OF THE COMPANY-ARTICLE II

http://csravi2014.blogspot.com/2018/09/compulsory-de-materialisation-of-securities-of-Company-by-CS-RAVI-GARG.html  

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Company Secretary

Mobile  :  7838204665

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[CS DILIP KUMAR CHOUDHARY]

Dear Pankaj,

I have given the link of my article keeping in mind to solve the many questions at once.

There is no personal benifit or political intension behind that. 

Many professionals are giving wrong advice to others, thus here i took the initiative to resolve the problem and tried to mitigate the questions arising in their mind by giving the link. I hardly wrote only 2 articles on those matter in which people have more confusion.

Hope you will understand my intension and please don't think that i am promoting myself anyhow. I have different arena than this, and i am not interested in alluding people.

Thanks

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[Aditi Jain]

Hello Pankaj,

This is with reference to your mail dated August 05, 2020, in which you have shared your Article link. 

You have mentioned that there is no requirement of any attachments in PAS-6 can you please share more detail for this that how do you know. 

Because my PCS is asking for Reco from RTA.

Kindly reply.

Thanks & Regards

Aditi Jain

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[Govinda Patil]

Your PCS is right in asking reco and statement of demat and also certificate in respect of shares held in demat. Otgerwise how can he certify the numbers in PAS 6.Whether to attach them or not is discretion But as PCS am insisting on attachment to my clients. If attached all workings will be available with form so no need to keep them intact.

[Pankaj]

I have not shared any Article Aditi. 

Regards
Pankaj Khandelwal

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[CS DILIP KUMAR CHOUDHARY]

Dear Aditi,

It is to inform you that the ISIN number is unique for every company, and CDSL provides ISIN certificate to the company for records. Neither the form PAS-6 mandatorily asked for it nor we are require to attach the same in the form. 

ISIN is enough for MCA to trace that how much shares are held with CDSL and un physical form.

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[Ramaswami Mohan]

Dear Sri. CS DILIP KUMAR CHOUDHARY,

In point No 3 of e-form PAS 6 , it is asking for ISIN Number to be mentioned. Then how are you saying that "Neither the form PAS-6 mandatorily asked for it    ................."

can you pl elaborate. i also understand that if once a Co gets an ISIN Number then to surrender the same , the co has to go through de-listing of securities process. the entire exercise will be quit expensive for cos and may public cos may not be having active trading of its securities . I feel it is wrong time to enforce / impose such a requirement 

regards,

Mohan 

 

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[CS DILIP KUMAR CHOUDHARY]

Dear Mohan,

Where did i said that ISIN is not required??

 I just said any attachment to the form is not required as it is not asking for any document which is mandatory to attach.. like DPT-3 doesn't require any attachment same like that this form doesn't require any document to be attached for proving consolidation.

ISIN number in point 2 and the information given in point 5 about shares listed with CDSL or NSDL or held in physical is enough for consolidation purpose.

There is no need to get a certified hard copy from CA or CS of consolidation of share capital.

Regards

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[Shubhra garg]

Do PAS 6 is also covered under CFSS?

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CS Shubhra Garg

[Shubhra garg]

Do PAS 6 is covered under  Special Measures under Companies Act, 2013 (CA-2013)due to Covid 19

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CS Shubhra Garg

[Shubhra garg]

pls help

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CS Shubhra Garg

[Rajesh]

The Form was released on 15th July 2020. Time allowed till 30.09.2020 to file the form.  

No additional fees till such time. 

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[Shubhra garg]

thanks alot.

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CS Shubhra Garg