Form 25B Companies Act 1956 Free PDF/Word Template India

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FORM NO. 25B OF THE COMPANIES ACT, 1956

Struggling to ensure seamless compliance for your company's annual returns? Get our ready-to-use FORM NO. 25B OF THE COMPANIES ACT, 1956 format – the essential certificate for companies without a managing director.

What is Form No. 25B under the Companies Act, 1956?

Form No. 25B is a critical legal document prescribed under Section 161(2)(b) of the Companies Act, 1956. It serves as a certificate of compliance issued by a Company Secretary in whole-time practice (CS). This form certifies that the company has received all the requisite documents, papers, and registers necessary to be attached to the annual return. Specifically designed for companies that do not have a managing director, whole-time director, or manager, it ensures statutory compliance during the filing of annual returns with the Registrar of Companies (ROC) in India.

This FORM NO. 25B format is indispensable for maintaining accurate corporate records and avoiding penalties under the Act. Whether you're handling filings for private limited companies, OPCs, or small enterprises without top executive oversight, this template streamlines the process.

Why is FORM NO. 25B Important?

Under the Companies Act, 1956, filing annual returns is mandatory for all registered companies. For those without a managing or whole-time director, Form No. 25B acts as a legal safeguard. It verifies that all supporting documents – like registers of members, directors' attendance, and board resolutions – have been duly received and maintained.

Non-compliance can lead to fines up to ₹500 per day, director disqualifications, or even prosecution. Using a precise FORM NO. 25B sample protects your company from ROC scrutiny, builds credibility with stakeholders, and simplifies audits. In today's regulatory environment in India, this ready-to-use legal template saves time and reduces errors, making it a must-have for efficient corporate governance.

Key Elements of FORM NO. 25B Format

A standard FORM NO. 25B OF THE COMPANIES ACT, 1956 includes:

Company Particulars: Name, CIN, registered office address, and financial year details.
Certification Clause: Declaration by the CS that all documents required under Sections 159, 160, and 161 have been received.
List of Documents: Specific mention of registers like members, directors, transfers, contracts, and inspection registers.
CS Details: Name, membership number, certificate of practice number, and date.
Signature and Seal: Authenticated by the practicing Company Secretary.

Our customizable PDF/Word format ensures all these elements are pre-filled and compliant with court and ROC requirements.

Who Should Use FORM NO. 25B?

This form is essential for:

Private limited companies, LLPs, and OPCs without a managing director or whole-time director.
Small businesses and startups in India focusing on cost-effective compliance.
Company Secretaries in practice certifying annual returns.

Common use cases include annual filings, ROC inspections, and merger/demerger processes under the Companies Act, 1956.

Download FORM NO. 25B Format Now

Ready for instant compliance? Download our professional FORM NO. 25B sample in PDF or Word format. Avail free download for basic version or upgrade to premium customizable templates with AI-assisted edits or legal expert review. Perfect for quick, error-free filings!

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Customize Your FORM NO. 25B Today

Tailor this legal template to your company's needs using our AI tools or consult our legal experts. While this ready-to-use format meets standard requirements, we recommend reviewing with a qualified Company Secretary or lawyer for specific scenarios. Explore related documents like Form 20B, Form 23AC, annual return formats, Companies Act templates, and ROC compliance kits for comprehensive India business solutions.

FORM NO. 25B OF THE COMPANIES ACT, 1956

Non-Judicial

FORM NO. 25B

Registration No. of Company ?????? Nominal Capital Rs. ????????

THE COMPANIES ACT, 1956

Form of application to the Central Government for approval to amendment of provisions relating to managing, whole-time or non-rotational directors

[pursuant to section 268]

Name of the company, date of registration and its principal business.
Maximum and minimum number of directors prescribed under the articles and the names of directors in the board of the date of application.
If the company has Managing /Whole-time Directors4 or Manager , full particulars thereof.
Proposal for which Government?s approval is sought.
Reasons for the proposal .
Whether the proposal has been approved by the board of directors/the company in general meeting ; if so, one copy of the resolution passed should be furnished
Names of newspapers in which and the dates on which notice under section 640B of Companies Act, 1956, were published; one certified copy of each notice to be attached.
Name and address of the present auditors of the company.
Whether a copy of this application together with the enclosures thereto has been forwarded to the Registrar pursuant to rule 20A(1).
Declaration------ I/We solemnly declare that the facts stated in this application true to the best of my/our knowledge and the other facts are true to the best of my/our information and belief

Signature

Designation*

Dated this ????????.. day of ??????. 19 ????.

State whether Director, Managing Director, Whole-time Director , Manager or Secretary.

Note: (i) One copy of the memorandum and articles of association in which the amendments are to made along with one copy of the revised version of the relevant articles should be attached to the application; if the amendment is in respect of a provision contained in any agreement entered into by the company or in any resolution passed by it or by its board of directors, one copy of such agreement or resolution, as the case may be, original and revised, should be furnished.

(ii) Pursuant to the Companies (Fees on Application ) Rules, 1968, fees as prescribed therein is payable on your application. Amount involved should be paid into the Reserve Bank of India or any other Bank acting as the agent of the Reserve Bank or into a Government treasury for credit to the public Account of India under the head ?104------ Other General Economic Services, Regulation of Joint Stock Companies -------Fees realised by the Central Government on applications made to it under the Companies Act, 1956.? The account head has since been changed. The appropriate treasury Challan in token of the payment should then be forwarded to this Department along with the application.

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Important Guidelines

Guidelines for Drafting FORM NO. 25B OF THE COMPANIES ACT, 1956

Where it is Used: Form No. 25B is employed under the Companies Act, 1956, for filing a statement of the company's affairs by companies declared as sick under the Sick Industrial Companies (Special Provisions) Act, 1985. This form is crucial for providing insights into the financial and operational status of companies facing financial distress.

Guidelines:

Accurate Financial Information: Provide precise details about the company's financial status, assets, liabilities, and operational details. Accuracy is crucial for legal compliance.

Comprehensive Details: Include a thorough description of the company's affairs, including the reasons for sickness, proposed revival measures, and any other relevant information.

Legal Compliance: Ensure the form aligns with the legal requirements stipulated in the Sick Industrial Companies (Special Provisions) Act, 1985, and the Companies Act, 1956. Seek legal advice to confirm compliance.

Board Resolution: Include a board resolution supporting the filing of Form No. 25B. Document the resolution in compliance with legal formalities.

Common Mistakes to Avoid:

Incomplete Financial Information: Ensure all financial statements are complete and accurately represent the company's financial position during the specified period.

Mismatched Information: Consistency is key. Ensure alignment between the Form No. 25B and other company records to avoid discrepancies.

Failure to Include Comprehensive Details: Provide a detailed account of the company's affairs, reasons for sickness, and proposed revival measures. Omitting critical information may hinder the revival process.

Ignoring Legal Formalities: Be aware of the specific legal formalities and timelines associated with filing the statement. Failure to comply may result in legal complications.

Form No. 25B is crucial for companies declared as sick, providing insights necessary for revival measures. Adherence to these guidelines ensures a comprehensive and accurate filing, minimizing the risk of legal complications and promoting regulatory compliance.

Frequently asked questions

What is Form No. 25B under the Companies Act, 1956?→

Form No. 25B is a statutory return filed with the Registrar of Companies (ROC) in India to report business transacted at an adjourned Annual General Meeting (AGM) of a company.

Is Form 25B still valid for use in India after the Companies Act, 2013?→

Form 25B from the Companies Act, 1956 is largely superseded by Form MGT-15 under the Companies Act, 2013. Verify with ROC or a legal expert for legacy companies or specific cases.

When should a company file Form No. 25B?→

File Form 25B within 30 days of passing resolutions at an adjourned AGM. It's mandatory for companies under the Companies Act, 1956 conducting such meetings.

In what format is Form 25B available for download?→

Download Form 25B in editable Word or PDF format, ideal for customization and e-filing with the ROC in India.

Does Form 25B require stamp duty or court fees in India?→

Form 25B itself does not attract stamp duty as it's a ROC filing form; however, attached documents may require state-specific stamping.

Can I edit and customize Form No. 25B?→

Yes, the Word version of Form 25B is fully customizable. Edit company details, resolutions, and dates before submitting the legal document to ROC.