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General Circular No. 02/2023

Government of India
Ministry of Corporate Affairs

5th Floor, ‘A’ Wing, Shastri Bhavan,
Dr. R.P. Road, New Delhi
Dated: 09.01.2023

To,

The Director General of Corporate Affairs,
All Regional Directors,
All Registrars of Companies,
All Stakeholders

Subject: Filing of Forms GNL-2 (filing of prospectus-related documents) and MGT-14 (filing of Resolutions relating to prospectus-related documents) due to migration from V2 Version to V3 Version in MCA 21 Portal from 7th January 2023 to 22nd January 2023

Sir/Madam,

Representations have been received in the Ministry requesting clarification about the filing of Form GNL-2, for the purposes of filing prospectus-related documents and MGT-14 from 7th January 2023 to 22nd January 2023 when migration from V2 Version to V3 Version in MCA-21 Portal will be done and such forms will not be available for filing in V2 Version. The stakeholders have further stated that such forms are required to be filed due to time-bound activities.

2. The matter has been examined in the Ministry and it has been decided that the companies intending to file (i) Form GNL-2 (filing of prospectus-related documents) and (ii) MGT-14 (filing of Resolutions relating to prospectus-related documents) during the 7th January 2023 to 22nd January 2023 on the MCA-21 Portal may file such Form in physical mode duly signed by the persons concerned as per requirements of the relevant forms, along with a copy thereof in electronic media, with the concerned Registrar without payment of fee and take acknowledgment (as per Annexure to this Circular) thereof. Such filing will be accompanied by an undertaking from the company that once the filing of such Form is enabled on the portal, the company shall file the relevant Form in electronic form on the MCA-21 Portal along with fees payable as per Companies (Registration Offices and Fees) Rules, 2014.

3. As clarified by General Circular Number 01/2023 dated 09.01.2023 no additional fees will be levied for the period during which the filing was disabled.

4. For the purpose of inspection or obtaining copies of any documents pursuant to section 399 of the Companies Act, 2013, the forms as referred to in this circular along with annexures thereto shall be placed by the Ministry on its website in accordance with the provisions of the Companies Act, 2013.

5. This issue with the approval of the Competent Authority.

As above.

Yours faithfully

(KMS Narayanan)
Deputy Director