RJSC Return Filing

RJSC Return Filing
Registered Companies are required to file returns in prescribed forms and schedules, which RJSC accepts and archives upon satisfaction. There are two types of returns: a) Annual Returns, and b) Returns for any Change in the Entity.

RJSC Return Filing

Every calendar year, the company must submit an annual return to RJSC, and an Annual General Meeting (AGM) must be held. The AGM must be conducted within 18 months of the company's date of incorporation, and thereafter, no more than 15 months can elapse between one AGM and the next.

Required Documents for RJSC Return Filing

For Private Companies

• Schedule X: Annual summary of share capital and list of shareholders and directors, to be filed within 21 days of the AGM [Section 36].
• Balance Sheet: To be filed within 30 days of the AGM.
• Profit & Loss Account: To be filed within 30 days of the AGM.
• Form 23B: Notice by Auditor, to be filed within 30 days of receiving appointment information from the company [Section 210 (2)].

For Public Companies

• Schedule X: Annual summary of share capital and list of shareholders and directors, to be filed within 21 days of the AGM [Section 36].
• Balance Sheet: To be filed within 30 days of the AGM.
• Profit & Loss Account: To be filed within 30 days of the AGM.
• Form 23B: Notice by Auditor, to be filed within 30 days of receiving appointment information from the company [Section 210 (2)].
• Filled in Form IX: Consent of Director to act, to be filed within 30 days of appointment [Section 92].
• Filled in Form XII: Particulars of the Directors, Manager, and Managing Agents, and any changes therein, to be filed within 14 days from the date of appointment or change [Section-115].

For Foreign Companies

• Balance Sheet.
• Profit & Loss Account or Income or Expenditure Account (if not trading for profit).

For Trade Organizations

• Filled in Form IX: Consent of Director to act, to be filed within 30 days of appointment [Section 92].
• Filled in Form XII: Particulars of the Directors, Manager, and Managing Agents, and any changes therein, to be filed within 14 days from the date of appointment or change [Section 115].
• Balance Sheet: To be filed within 30 days of the AGM.
• Income and Expenditure Account.

For Societies

• Annual list of Managing Body: To be filed within 14 days of the AGM or in January if the rules do not provide for an AGM.

Documents Required for Changes

For Private Companies

• Filled in Form III: Notice of consolidation, division, subdivision or conversion into stock of shares, to be filed within 15 days of consolidation and division, etc. [Section 53 & 54].
• Filled in Form IV: Notice of increase in share capital, to be filed within 15 days of increase of share capital/member [Section 56].
• Filled in Form VIII: Special Resolution/Extraordinary Resolution including a name change, conversion into public company, alteration of the memorandum of association, alteration of articles of association, etc., to be filed within 15 days of the meeting [Section 88 (1)].
• Filled in Form IX: Consent of Director to act, to be filed within 30 days of appointment [Section 92].
• Filled in Form XII: Particulars of the Directors, Manager, and Managing Agents, and any changes therein, to be filed within 14 days from the date of appointment or change [Section 115].
• Filled in Form XV: Return of allotment, to be filed within 60 days of allotment [Section 151].
• Filled in Form XVIII: Particulars of mortgages or charges, to be filed within 21 days of creation of the mortgage or charge [Section 159 & 391].
• Filled in Form XIX: Particulars of Modification of Mortgage or Charge, to be filed within 21 days of modification [Section 167(3) & 319].
• Filled in Form XXVIII: Memorandum of satisfaction of mortgage charge, to be filed within 21 days of satisfaction [Section 12 & 391].
• Filled in Form 117: Instrument of Transfer of Shares. Digital copy of original Memorandum & Articles of Association.

For Public Companies

• Similar documentation requirements as for Private Companies, with specific forms for public entity changes.

For Foreign Companies

• Filled in Form XL: Notice of alteration in the charter, etc. [Section 277].
• Filled in Form XLI: Notice of alteration in the address of the registered or principal office of the company [Section 277].
• Filled in Form XLII: Notice of situation of the principal place of business in Bangladesh or of any change therein [Section 379 (I)].
• Filled in Form XXXVIII: List of Directors and Managers [Section 379].
• Filled in Form XXXIX: Return of persons authorized to accept service [Section 379].
• Filled in Form XVIII: Particulars of mortgages or charges, to be filed within 21 days of creation of the mortgage or charge [Section 159 & 391].
• Filled in Form XIX: Particulars of Modification of Mortgage or Charge, to be filed within 21 days of modification [Section 167(3) & 319].
• Filled in Form XXVIII: Memorandum of satisfaction of mortgage charge, to be filed within 21 days of satisfaction [Section 12 & 391].
• Digital MoA, AoA: Digital copy of original Memorandum & Articles of Association.

For Trade Organizations

• Filled in Form VI: Notice of situation of registered office and any change therein, to be filed within 28 days of establishment or change [Section 77].
• Filled in Form IX: Consent of Director to act, to be filed within 30 days of appointment [Section 92].
• Filled in Form XII: Particulars of the Directors, Manager, and Managing Agents, and any changes therein, to be filed within 14 days from the date of appointment or change [Section 115].
• Filled in Form XVIII: Particulars of mortgages or charges, to be filed within 21 days of creation [Section 159 & 391].
• Filled in Form XIX: Particulars of Modification of Mortgage or Charge, to be filed within 21 days of modification [Section 167(3) & 319].
• Filled in Form XXVIII: Memorandum of satisfaction of mortgage charge, to be filed within 21 days of satisfaction [Section 12 & 391].
• Digital MoA, AoA: Digital copy of original Memorandum & Articles of Association.

For Societies

• Filing of Change of Address.
• Filing of Alteration of Name.
• Digital copy of original Memorandum of Association.

For Partnership Firms

• Filled in Form II: Notice of alteration of name or principal place of business of the firm.
• Filled in Form V: Intimation for the recording of changes in the constitution of a firm [Section 63 & Rule 4 (6)].
• Filled in Form VI: Notice of intimation for dissolution of the partnership firm [Section 63 (1) & Rule (6)].