It is crucial for every company to file the annual return with the registrar of companies (ROC). Important details related to shareholders, directors, debenture holders, and the whole shareholding pattern are included in the annual return when filed.
The ROC requires the annual return to be submitted on e-Form MGT-7 by any company incorporated under the Companies Act of 2013 or any previous Companies Act other than the OPC and the small company. The ROC requires the OPC or other small company to submit their annual returns using e-Form MGT-7A.
Applicability of MGT-7
It is necessary for every private and public company established under the Companies Act, 2013 to file their annual return through E-FORM MGT-7.
Why MGT-7?
With the form MGT-7, every private and public company must disclose below mentioned information:-
- Information of registered office, CIN, head business exercises, PAN, points of interest of its holding, Subsidiary, and Associate Companies (counting joint endeavors).
- The date and due date of the AGM, regardless of whether an extension is granted.
- Information regarding non-share securities, debentures, and share capital
- The company’s turnover and net worth in detail.
- Information about the company’s shareholding structure and the number of shareholders. –
- Details of directors and key administrative staff and any progressions in that.
- Information about the board of directors’ meetings for members, classes of members, the board, and committees.
- Details of compensation of chiefs and key administrative faculty.
- Information concerning certification of compliance and disclosure.
- Information wrt any penalties or punishments.
It is mandatory for a director to sign the E-form MGT-7 and the same shall also be signed by the company secretary or the company secretary who’s currently doing practice. One can easily download the E-Form MGT-7 from the MCA portal in the ‘Annual filing e forms category’.
Attachments of MGT-7
- Letter of approval for the AGM’s extension (if it is extended).
- Duplicate of MGT-8 (if material).
- Some other attachments might be required.
Note: On the annual return of the business, a practicing company secretary will provide a certification called MGT-8.
Applicability of MGT-8
Below mentioned companies are required to get annual return certification for their company by a company secretary in MGT-8:-
- Listed companies
- A company having a paid-up share capital of 10 crores or more
- Company having a turnover of 50 crores or more
About due date of MGT-7
It is mandatory to file the e-form MGT-7 within the time period of 60 days from the date on which AGM is held.
Fees for filing of E-Form MGT-7A
Nominal Share Capital Applicable Fees (Rupees)
Less than 1,00,000 Rs 200
1,00,000 – 4,99,999 Rs 300
5,00,000 – 24,99,999 Rs 400
25,00,000 – 99,99,999 Rs 500
1,00,00,000 or more Rs 600
MGT-7A Applicability
It is essential for every small company and OPC incorporated under the Companies Act, 2013 to file its annual return in E-Form MGT 7-A.
How do we describe a small company?
- According to sub-section (85) of section 2 of the Companies Act of 2013, a small company is one that is not a public company and has:
- Paid up share capital of no more than Rs 2 crore or a specified higher amount of no more than Rs 10 crore.
- A turnover of not more than Rs 100 crore or a specified amount must not exceed Rs 20 crore.
However, the following businesses are not considered small businesses:
- An auxiliary or holding organization. a company that is registered under the Companies Act of 2013 (section 8).
- A special act governs a company or body corporate. Note: An OPC is a company with only one member, who can also serve as the director.
Reasons for Filing MGT-7A
There are basic details or information required when filing MGT-7A, let’s have a look at them below:-
- Information about the company’s registered office, CIN, primary business activities, PAN, and associate companies (including a joint venture).
- Particulars of the AGM, in the case of small businesses.
- Information about shares, debentures, and other securities.
- Specifics about the distribution of shares.
- The company’s turnover and net worth in detail. –
- Information about its members, promoters, and holders of debentures, as well as any changes since the end of the previous fiscal year.
- Information pertaining to disclosure certification, compliance, and disclosure.
- Information regarding attendance at Board meetings, meetings of various committees, and meetings of members or a class Information regarding directors’ compensation.
- Subtleties of punishments and discipline if any.
Attachments of E-Form MGT 7A
- List of shareholders and holders of debentures.
- The directors’ list Endorsement letter for expansion of AGM (assuming augmentation conceded).
- Any additional documents that may be required.
End Note
In this article, there was a thorough analysis on different aspects related to FORM MGT-7, such as documents required, filing dates, reasons for filing, applicability of FORM MGT-7 etc.
