PAS 6 refers to the “Reconciliation of Share Capital Audit Report” under Indian corporate compliance, specifically mandated by the Securities and Exchange Board of India (SEBI) and governed through the Companies Act, 2013.
What is Form PAS 6?
Form PAS-6 is an electronic form mandated under sub-rule (5) of Rule 9A of the Companies (Prospectus and Allotment of Securities) Rules, 2014. It is used for the reconciliation of a company’s issued share capital with the shares held in dematerialized form (through CDSL or NSDL) or in physical form. This form helps identify and report any discrepancies between the number of shares recorded in the Register of Members and their actual mode of holding, along with reasons for such mismatches, to the regulatory authorities.
This e-form serves a purpose similar to the quarterly reconciliation certificate required for listed companies under Regulation 76 of the SEBI (Depositories and Participants) Regulations, 2018, which is submitted to stock exchanges within 30 days of each quarter’s end. In the case of unlisted public companies, Form PAS-6 is its counterpart, to be filed half-yearly with the Ministry of Corporate Affairs (MCA) within 60 days from the end of each half-year period.
The information submitted in PAS-6 must be certified by a practicing Company Secretary or Chartered Accountant.
Who needs to file Form PAS 6?
Unlisted Public Companies that:
- Have issued share capital, and
- Are not exempt under the Companies Act or relevant rules, and
- Are required to dematerialize their shares as per Rule 9A of the Companies (Prospectus and Allotment of Securities) Rules, 2014.
This means any unlisted public company that has:
- More than 200 shareholders OR
- Falls under the requirement to issue securities only in demat form,
must file Form PAS-6.
When to file Form PAS 6?
Form PAS-6 must be filed twice a year (half-yearly) by unlisted public companies to the Ministry of Corporate Affairs (MCA).
Filing Deadlines:
1st Half-Year: April – September: File by 29th November
2nd Half-Year: October 1 – March 31: File by 30th May
Who can Certify Form PAS 6?
The form must be digitally signed and certified by a practicing professional, which includes:
- Company Secretary (CS) in whole-time practice
- Chartered Accountant (CA) in whole-time practice
- Cost Accountant (CMA) in whole-time practice
The professional certifies that the information provided in the form is true and correct to the best of their knowledge, based on verification of the company’s share capital records and data from depositories (CDSL and NSDL).
Consequences of Missing the PAS-6 Deadline:
- Late Filing Fees: The Ministry of Corporate Affairs (MCA) imposes additional fees for delayed filing of PAS-6. These fees are calculated per day of delay under the Companies (Registration Offices and Fees) Rules, 2014.
- ₹100 per day of delay
- No cap — the longer the delay, the higher the fee
Non-Compliance Status: Missing the PAS-6 deadline will render your company non-compliant under Rule 9A of the Companies (Prospectus and Allotment of Securities) Rules, 2014. This could lead to:
- Disqualification of directors in extreme cases
- Obstacles in filing other forms or completing corporate actions
- Increased scrutiny by ROC and other regulators
Conclusion
Form PAS-6 plays a crucial role in strengthening transparency and accountability in the shareholding structure of unlisted public companies in India. By mandating the reconciliation of issued share capital with actual holdings in demat and physical forms, it ensures alignment with regulatory standards set by the MCA and SEBI. Timely and accurate filing of this form not only keeps companies compliant with the law but also helps maintain trust among stakeholders, minimizes the risk of penalties, and supports smoother corporate governance. Companies must treat PAS-6 as a critical compliance obligation and ensure it is properly certified and submitted within the prescribed deadlines to avoid unnecessary legal and financial consequences.
Disclaimer: This article provides general information existing at the time of preparation and we take no responsibility to update it with the subsequent changes in the law. The article is intended as a news update and Affluence Advisory neither assumes nor accepts any responsibility for any loss arising to any person acting or refraining from acting as a result of any material contained in this article. It is recommended that professional advice be taken based on specific facts and circumstances. This article does not substitute the need to refer to the original pronouncement.
