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Form GNL-2 : Submission of Documents with ROC

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Hiral Vakil

PLC
Start & Run Business
Last updated on May 5th, 2021

Companies are incorporated with the Ministry Of Corporate Affairs (MCA) in India. And the activities of incorporated companies are monitored by the Registrar of Company (ROC). The companies need to file certain documents with the ROC in the normal course of business. Form GNL-2 can be filed when there is no prescribed eform available for filing that document. It is commonly used by the companies for the following:

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Who can file GNL-2?

Form GNL-2 can be filed by any company incorporated under the Companies Act 2013/Companies Act 1956 for the following transactions:

Information Required to file GNL-2

The following information is required for filing GNL-2:

Steps to file GNL-2

  1. Access MCA Portal.

    Go to the MCA Portal and Login with your credentials.

  2. Click on Upload e-Forms

    On the MCA Portal, click on My Workspace and then click on Upload e-Forms.MCA - Upload e-Forms

  3. Upload the saved GNL-2.

    Click on Normal Forms and click on Browse to upload the saved GNL-2 File. MCA Portal Upload eForm - select normal forms

  4. Save the SRN to make payment of form fees.

    Once the form is uploaded successfully, SRN (Service Request Number) will be generated. Save the SRN to make payment of form fees. The form will be processed once the payment of form fees is done.

Form GNL-2 gets processed by the authority concerned and not by Straight Through Process. Hence an email will be sent to the company once form gets successfully processed.
Tip
Form GNL-2 gets processed by the authority concerned and not by Straight Through Process. Hence an email will be sent to the company once form gets successfully processed.

Fee of GNL-2

Form GNL-2 needs to be filed within 30 days from the event date. The fees are applicable based on the capital structure of the company:

In the case of a company having a share capital

Nominal Share CapitalFee Applicable
Less than 1,00,000INR. 200
1,00,000 to 4,99,999INR. 300
5,00,000 to 24,99,999INR. 400
25,00,000 to 99,99,999INR. 500
1,00,00,000 or moreINR. 600

In the case of a company not having a share capital

Fee Applicable
Rupees INR. 200 per document

Additional Fees

Period of DelaysAll Forms
Up to 30 days2 times of normal fees
More than 30 days and up to 60 days4 times of normal fees
More than 60 days and up to 90 days6 times of normal fees
More than 90 days and up to 180 days10 times of normal fees
More than 180 days12 times of normal fees

Additional fees are applicable when a form is filed after 30 days from the event date.

FAQs

Is Form GNL-2 required to be filed if new e-form PAS-6 for filing private placement offer letter (PAS-4) and record of private placement(PAS-5) is filed?

No need to file GNL -2. Instead only PAS-6 need to be filed

In case of appointment of Auditor for the A.Y. 2014-15, which Form is required to be filed?

ADT – 1 i.e notice to the ROC by company for the appointment of Auditors is required to be filed as an annexure to GNL-2

What documents are to be annexed while uploading Form GNL-2?

Annex the ADT 1 (Digitally Signed)+ Resolution Copy + Letter from Auditor in the optional attachment tab of the GNL-2 and submit it to ROC

Got Questions? Ask Away!

  1. Hello @Paritosh_Trivedi

    Form GNL-2 can be filed when there is no prescribed e-Form available for filing that document. It is commonly used by the companies for the following:

    Submitting Prospectus of Company before the fresh issue of shares,
    Submitting Offer Letter (PAS-4) in case of Private Placement,
    Furnishing Circular for inviting deposits in the company.

    You can learn more about e-Form GNL-2 here:

    Hope this helps!