The purpose of filing Annual Return in e-Form MGT-7 / MGT-7A with the Ministry of Corporate Affairs (MCA) is to provide a statutory snapshot of the company’s structure, ownership, governance, and compliance status as of the close of the financial year.
Applicable laws
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Section 92(1) of the Companies Act, 2013 mandates every company to file an Annual Return.
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Rule 11(1) of the Companies (Management and Administration) Rules, 2014 prescribes the use of e-Form MGT-7 (for all companies except OPCs and small companies) and MGT-7A (specifically for OPCs and small companies).
Purpose of the Webform (MGT-7 / MGT-7A)
The return is intended to:
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Capture General Company Information such as Registered office address, CIN, principal business activities, details of subsidiaries/associates.
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Provide Capital & Shareholding Details such as Share capital structure, debentures, securities issued, shareholding pattern, changes in promoters/members.
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Corporate Governance Disclosure such as:
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Details of meetings of shareholders, Board of Directors, and Committees (including attendance).
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Remuneration of directors and KMPs.
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Report Compliance & Regulatory Status such as:
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Penalties, punishments, compounding of offences, appeals.
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Certification of compliance and disclosures as prescribed.
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Create Transparency & Accountability, Acts as a public document (accessible via MCA portal) to shareholders, regulators, lenders, and stakeholders for assessing the company’s governance and compliance track record.
Distinction Between MGT-7 & MGT-7A
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MGT-7 → For all companies except One Person Companies (OPCs) and small companies.
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MGT-7A → A simplified annual return introduced for OPCs and small companies, reducing compliance burden but still covering essential particulars listed above.
Comparison of MGT-7 vs. MGT-7A
Particulars |
MGT-7 |
MGT-7A |
Applicability |
All companies except One Person Companies (OPC) and Small Companies |
Only One Person Companies (OPC) and Small Companies |
Legal Basis |
Section 92(1) of Companies Act, 2013 read with Rule 11(1) of Companies (Management & Administration) Rules, 2014 |
Section 92(1) of Companies Act, 2013 read with Rule 11(1) of Companies (Management & Administration) Rules, 2014 (simplified form) |
Details Covered |
Comprehensive disclosure: registered office, principal activities, subsidiaries/associates, capital structure, shareholding pattern, members/promoters/debenture holders changes, meetings, directors’ remuneration, penalties/punishments, compounding of offences, certifications, etc. |
Similar disclosures but in a simplified format suited for OPCs & small companies, ensuring reduced compliance burden |
Certification Requirement |
Needs to be certified by a practicing Company Secretary in case of:-
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Self-certified by the Director / CS / KMP (no mandatory PCS certification for OPCs & Small Companies) |
Due Date |
Within 60 days from the date of AGM (i.e., usually by 29th November for companies following FY ending 31st March, if AGM held on 30th September) |
Same timeline: within 60 days from the date of AGM (OPCs & small companies not required to hold AGM, but annual return to be filed within 60 days from the date AGM would have been required) |
Filing Mode |
Webform (MCA V3 Portal) |
Webform (MCA V3 Portal) |
Purpose |
Comprehensive annual disclosure of company operations, governance, and compliance |
Simplified annual disclosure with reduced compliance burden for OPCs and small companies |
Checkpoints Before Filing MGT-7A
As per Section 92(1) of the Companies Act, 2013 read with Rule 11(1) of the Companies (Management & Administration) Rules, 2014. Every OPC and Small Company must file an annual return in webform MGT-7A for each financial year and must ensure before filing followings:-
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Must check CIN is valid and active (not struck-off, dissolved, amalgamated, converted, etc.).
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Signatories must have approved DIN/PAN/valid DSC.
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The company should be correctly tagged as OPC/Small Company.
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AGM dates (if applicable) must match AOC-4 filings.
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If extension of AGM sought, valid GNL-1 SRN should be provided.
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Only one annual return per financial year unless filing revised.
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Paid-up capital must not exceed authorised capital.
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List of shareholders/debenture holders must be uploaded in prescribed Excel template.
Filing Fees (Normal Filing) MGT-7A
As per Companies (Registration Offices & Fees) Rules, 2014:
For companies with share capital
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< Rs.1 lakh → Rs.200
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Rs.1 lakh – Rs.5 lakh → Rs.300
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Rs.5 lakh – Rs.25 lakh → Rs.400
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Rs.25 lakh – Rs.1 crore → Rs.500
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≥ Rs.1 crore → Rs.600
For companies without share capital → Flat Rs.200.
Additional Fees for Delay
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Post 30.06.2018 onwards: Rs.100 per day of delay (no cap).
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Earlier filings (before 30.06.2018): Additional fees from 2x to 12x of normal filing fee depending on delay.