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Complete Guide to Company Annual Return Filing using Form MGT-7

Company Annual Return Filing using Form MGT-7

Complete Guide to Company Annual Return Filing using Form MGT-7

Following company registration, every company must submit a return to the Registrar of Companies (ROC) annually. This report encompasses fundamental details about the company, its shareholders, directors, and more, as of the concluding day of the fiscal year – specifically, March 31st. Compliance with this requirement is compulsory for all registered companies, necessitating the completion and submission of Form MGT-7. Form MGT-7 is an electronic document furnished by the Ministry of Corporate Affairs to all corporate entities. It facilitates the comprehensive disclosure of their annual return particulars. The Registrar of Companies manages this electronic form digitally and relies on the accuracy attested to by the company’s statement of correctness.

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Annual Return Filing 

The Annual Return is a comprehensive document encompassing crucial elements like a company’s share capital, debts, directors, and shareholders. According to the Companies Act of 2013, it is obligatory for companies to prepare and submit their Annual Returns to the Registrar of Companies (RoC) annually. This filing requirement is necessary to avoid substantial penalties.

The Annual Return must be validated and signed by the Director and the Company Secretary, utilizing their Digital Signatures. In cases where the company hasn’t employed a Company Secretary, the signature can be obtained from a practicing Company Secretary. However, the Director’s signature is sufficient for One Person Companies (OPC) or small companies. This mandatory Annual Return filing is executed through Form MGT-7, which comprehensively outlines the company’s pertinent details.

What is Form MGT-7

The Annual Return: Form MGT-7 is a document registered companies in India must file annually. It contains essential information about the company, such as its registered office, details of shareholders, directors, and more. This form provides a comprehensive snapshot of the company’s status as of the end of the financial year,

The purpose of filing Form MGT-7 is to ensure transparency and compliance with regulatory requirements. It helps regulatory authorities and stakeholders understand the company’s structure, activities, and key personnel. Companies must complete and submit this form within a specified timeframe, and the filing fee varies based on the company’s nominal share capital. The form is submitted electronically through the Ministry of Corporate Affairs portal, and any delays in filing can lead to penalties.

Who is Required to Submit the MGT-7 Form?

Every registered company in India, irrespective of whether it is a private or public company, is obligated to file this e-form annually. The company’s filing of the MGT-7 form pertains to its annual return.

Form No. MGT-7 – Annual Return (Excluding OPCs and Small Companies)

By the Companies (Management and Administration) Amendment Rules, 2021, each company must submit its annual return using Form No. MGT-7, except for One Person Companies (OPCs) and Small Companies.

Form No. MGT-7 is reproduced below for ready reference:

Company Annual Return Filing using Form MGT-7

Form No.MGT-7A – Annual Return for OPCs and Small Companies

Introducing Form No. MGT-7A – Condensed Annual Return for OPCs and Small Companies Starting from the fiscal year 2020-2021, both One Person Companies and Small Companies must submit their annual return using Form No. MGT-7A.

Therefore, it is incumbent upon every company, including OPCs, to complete and submit Form MGT-7 as part of their annual return filing process.

Due date of filing Form MGT-7/MGT-7A

Form MGT-7 should be submitted within 60 days from the company’s Annual General Meeting. The annual general meeting must be held on or before the 30th day of September, following the completion of each financial year. Consequently, the typical deadline for filing form MGT-7/MGT-7A is usually November 29th each year.

The last date for filing Form MGT 7 is November 29th, 2023, for the FY 2022-23

MGT-7 (MCA) Form Filing Fees

The fee for filing a company’s annual return through MGT-7 is determined based on the company’s nominal share capital. The MGT-7 form filing fee commences at Rs 200 for companies with a Share Capital of less than 1,00,000. As the company’s share capital increases, the fee amount escalates accordingly. A comprehensive list of fees can be found here. This fee will be remitted while submitting the annual return (MGT-7) to the Registrar of Companies (ROC). The MGT-7 Filing Fee stands at Rs 200 for companies without share capital.

Nominal Share Capital Normal Fee (in Rupees)
Less than 1,00,000 INR 200
1,00,000 to 4,99,999 INR 300
5,00,000 to 24,99,999 INR 400
25,00,000 to 99,99,999 INR 500
1,00,00,000 or more INR 600
No share capital INR 200

  Note: The fee for filing (for companies without share capital) is Rs 200.

Period of Delays Fees
Up to 30 days Two times of regular fees
More than 30 days and up to 60 days Four times of regular fees
More than 60 days and up to 90 days Six times of regular fees
More than 90 days and up to 180 days Ten times of regular fees
More than 180 days and up to 270 days 12 times of normal fees

Penalty for Non-Filing of MGT-7/MGT-7A

The penalty for the non-filing of an annual return was notably raised in 2018 to Rs. 100 (One Hundred Rupees) per day of non-compliance. As a result, it is imperative to guarantee that the annual return in this form is lodged before the stipulated due date.

What is the purpose of e-Form MGT-7?

The e-Form MGT-7 is the repository for an annual return that every company must compile. This return encapsulates particulars that reflect the company’s status at the culmination of the financial year. The encompassed details comprise:

  • Registered office address, principal business activities, and information concerning holding, subsidiary, and associate companies.
  • Shares, debentures, other securities, and the configuration of shareholding within the company.
  • Indebtedness level of the company.
  • Members and debenture-holders, incorporating any alterations since the preceding financial year’s closure.
  • Promoters, directors, key managerial personnel, and any modifications to their status since the prior financial year’s end.
  • Records of meetings involving members or specific classes, the Board, and its assorted committees, alongside attendance records.
  • Remuneration details for directors and key managerial personnel.
  • Notable penalties or sanctions imposed on the company, its directors, or officers, including compounding offenses and appeals against such penalties or punishments.
  • Matters concerning certifications of compliance and prescribed disclosures.
  • Overview of the company’s shareholding pattern.
  • Any other stipulated matters as required by the form.

The e-Form MGT-7 comprehensively captures these vital aspects, offering a comprehensive snapshot of the company’s activities and structure at the close of the financial year.

Which attachments are necessary when filing this form?

When completing this e-form, including scanned copies of documents as attachments is essential. These attachments will be uploaded at the form’s conclusion under the designated section. The required attachments encompass the following:

  • List of shareholders and debenture holders.
  • Approval letter about extending the Annual General Meeting (AGM).
  • Copy of MGT-8.
  • Any optional attachment(s), if applicable.

When should this form be submitted?

Form MGT-7 must be filed within 60 days after the company’s Annual General Meeting. The deadline for convening the annual general meeting falls on or before the 30th day of September following the conclusion of each financial year.

Hence, the typical due date for filing form MGT-7 is November 29th annually.

Procedure for Filing Form MGT-7

The process of submitting Form MGT-7 or MGT-7A on the MCA portal can be accomplished through the following steps:

  • Access the Official Website: Visit the Ministry of Corporate Affairs’ official website and log in to the portal. Once logged in, proceed to upload Form MGT-7.
  • Enter Corporate Identity Number (CIN): Upon logging in, provide a valid Corporate Identity Number (CIN) for tasks such as canceling unused issued shares of one class and increasing share capital.
  • Choose Purpose and Provide Details: From the drop-down menu, select the purpose of the eForm. If “Others” is set, provide entity details in the description box.
  • Declaration and Designation: Opt for one of the available options from the drop-down list for representation. Digitally sign Form MGT-7/7A accordingly.
    • If the person signing digitally is a Director, provide the approved DIN.
    • If the person signing digitally is a Manager, input the approved DIN or valid income-tax PAN.
    • When a Company Secretary signs digitally, enter the membership number.
  • Upload Documents: Utilize the attach button to upload the required documents. Proceed to make the fee payment by clicking on the payment button.
  • Form Submission and Processing: After successfully submitting Form MGT-7, the Registrar of Companies office will process the eForm.
  • SRN Generation: A Service Request Number (SRN) will be generated and presented to the applicant upon successful submission. This SRN will be essential for future interactions with the MCA.
  • Challan Generation: A challan will be generated after submission, displaying the fee details paid by the user to the Ministry. This serves as an acknowledgment that Form MGT-7 has been filed.
  • Acknowledgment: Following complete processing by the authority, an acknowledgment will be sent to the company’s official email address regarding Form MGT-7.

Filing Form MGT-7 or MGT-7A can be effectively completed by following these steps, ensuring compliance with the regulatory requirements.

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