Companies incorporated in India must file their annual return to the Registrar of Companies (ROC) in the prescribed form MGT-7 within 60 days of the conclusion of the annual general meeting (AGM). We help with the preparation of documents and consultation for filing the MGT-7 Form (Annual Return) for the company.
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The filing of Annual Returns by companies is the cumulative responsibility of the Board of Directors. Key information about the company and material changes that took place in the company during the previous year are filed with the Registrar of Companies (ROC) in the prescribed form MGT-7 on the MCA portal. This process ensures transparency, accountability, and compliance with the legal provisions laid down under the Companies Act 2013.
Section 92 of the Companies Act 2013 mandates that every company incorporated in India file an annual return to the Registrar of Companies (ROC) within 60 days of the conclusion of the Annual General Meeting. The annual return contains basic details of the company, principal business activities, particulars of shareholding, and details of the key managerial persons such as directors, CFO, Company Secretary, etc, apart from other material information that is prescribed in Rule 11 of the Companies (Management and Administration) Rules, 2014
The MGT-7 is the prescribed form under the Companies Act, which is an e-form for filing the annual return for companies. Apart from critical information, a scanned copy of the company’s details of shareholders and debenture holders is attached to the form MGT-7. The annual return is then authenticated by using the Digital Signature of any director the company secretary, or a CS in practice.
There is no fixed date for filing the MGT-7 form. Instead, the Companies Act requires filing the annual return within 60 days of the conclusion of the annual general meeting. Therefore, the due date is dependent on the date the company holds the AGM. The due date of holding the AGM may be different for companies based on their Date of Incorporation. The table below shows MGT-7 filing deadlines.
| No | Particulars | First AGM | Subsequent AGM |
|---|---|---|---|
| 1. | AGM Due Date | Within nine months (31st December or before) | Within six months (30th September or before) |
| 2. | MGT-7 Filing Due Date | Within 60 days of the AGM (Assuming AGM Data is 31st December 2024, the due date to file the MGT-7 form would be 1st March 2025) | Within 60 days of the AGM (Assuming AGM Data as 30 September 2024, then the due date to file the MGT-7 form shall be 29th November 2024) |
The MGT-7 form is the prescribed form in which the Annual Return of the companies are filed with the Registrar of Companies (ROC). Before 2021, there was only one standard Form MGT-7 requiring comprehensive disclosure by the companies. However, for OPC and Small companies, the Ministry of Corporate Affairs (MCA) in India introduced a simplified Form MGT-7A through the Companies (Management and Administration) Amendment Rules, 2021.
| No | Feature | MGT-7 | MGT-7A |
|---|---|---|---|
| 1. | Applicability | All companies except One Person Companies OPCs and small companies | OPCs and small companies |
| 2. | Scope of Disclosure | Comprehensive (financial statements, shareholding, remuneration, etc.) | Limited (basic company details, director info, board meeting details) |
| 3. | Compliance Burden | Higher | Lower |
| 4. | Introduced | Original annual return form | Introduced in 2021 for simplified compliance for small companies |
The MGT 7 form is filed to provide comprehensive information to the Registrar of Companies for the preceding financial year. The following is an indicative list of information/documents that companies file with the MGT-7.
| Basic information about the company |
| Share Capital and Ownership |
| Details of Directors and Key Managerial Personnel (KMP) |
| Details of Board Meetings and Resolutions |
| Details of penalties or punishments imposed |
| List of Shareholders or Debenture Holders. |
The first step towards filing the annual return in Form MGT-7 is to gather all the required information and verify the same with the company’s statutory registers and records. As the list of shareholders or debenture holders is a mandatory attachment, it should be prepared on the letterhead of the company as of 31st March of the previous financial year.
The fee for filing MGT-7 is calculated as per the Authorised Capital (nominal share capital) of the company. The table below provides the table of ROC Fee against the specific authorised capital of the company.
| No | Authorised Capital | ROC Fee Payable |
|---|---|---|
| 1 | A company having no share capital | Rs. 200/- |
| 2. | Less than Rs. 1,00,000/- | Rs. 200/- |
| 3. | Rs. 1,00,000/- to 4,99,999/- | Rs. 300/- |
| 4. | Rs. 5,00,000/- to 24,99,999/- | Rs. 400/- |
| 5. | Rs. 25,00,000/- to 99,99,999/- | Rs. 500/- |
| 6. | 100,00,000 or More | Rs. 600/- |
Late Filing of MGT-7: Companies should endeavor to file their annual returns within its due date. However, if you miss filing Form MGT-7 within its due date, an additional fee of Rs 100 per day for every day of delay will be charged.
