MGT 7 form – A detailed note on its filing

Annual return (MGT 7) represents a comprehensive document that contains information of a company relating to its share capital, indebtedness, directors, shareholders, corporate governance disclosures, and so on. In this article, you will find a complete guide on MGT 7, its due date, who is required to file it, and how to file MGT 7.

What is MGT 7?

MGT-7 is an electronic form issued by the Ministry of Corporate Affairs to all companies for the purpose of submitting their annual return information.

The form is required to be filed pursuant to subsection (1) of section 92 of the Companies Act, 2013 and sub-rule (1) of rule 11 of the Companies (Management and Administration) Rules, 2014.

Every company registered in India, whether public or private, is required to prepare its annual return in Form No. MGT 7. It is an annual return containing the particulars as they stand at the close of a financial year. These particulars comprise registered office, principal business activities, shares, debentures and other securities and shareholding pattern of the company, etc.

How to file MGT 7?

This form can be downloaded from the MCA portal or click here.


The MGT 7 form entails the details of the following:

  • Registration and other details of the company such as Corporate Identification Number (CIN), Permanent Account Number (PAN), e-mail ID of the company, telephone number with STD code, registered office address, date of incorporation, whether the company’s shares are listed on a recognized Stock Exchange or not, date of AGM, whether any extension of AGM is granted or not, etc.
  • The details about principal business activities of the company such as the number of business activities, description of each business activity, proportionate % of the turnover of the company, etc.
  • Particulars of holding, subsidiary, and associate companies (including joint ventures) such as the name of Holding/Subsidiary/Associate/Joint Venture company, their CIN/FCRN, and their % of shares held.
  • The details about shares/debentures transfers since the closure date of the last financial year (or in case of the first return, at any time since the incorporation of the company). If the list of transfers exceeds 10, the information may be provided in a separate sheet attached to the return. The details that need to be mentioned include the date of the previous annual general meeting, date of registration of transfer, type of transfer (equity, preference shares, debentures, stock), number of shares/debentures/units transferred, amount per share/debenture/unit (in Rs.), transferor’s name, transferee’s name, etc.
  • Particulars of indebtedness including debentures (outstanding as at the end of the financial year) such as the number of outstanding units and outstanding value of non-convertible debentures, partly convertible debentures, fully convertible debentures, secured loans, unsecured loans, and deposits.
  • Particulars of securities held by the company other than shares and debentures. This has to include the details of the type of securities, the number of securities, their nominal value, and paid-up value.
  • Turnover and net worth of the company.
  • The details of the number of promoters, members (other than promoters), and debenture holders.
  • Particulars of the composition of the board of directors. This has to mention the details of the number of executive and non-executive directors at the beginning and end of the year, percentage of shares held by directors as at the end of the year, number of key managerial personnel (who is not director) as on the financial year-end date, any change in director(s) and KMP during the year, etc. For each director and KMP, one has to cite name, DIN/PAN, designation, the number of equity shares held, and date of appointment/change in designation/cessation.
  • The information on meetings of members, Court-convened meetings, board meetings, and committee meetings. For each type, what has to be specified is the number of meetings held, the date of the meeting, the number of members entitled to attend the meeting, and the % of attendance.
  • Remuneration details of directors and key managerial personnel.
  • A certification as to whether the company has made compliances and/or disclosures in respect of applicable provisions of the Companies Act, 2013 during the year.
  • The details of any penalty or punishment imposed on the company or its directors/officers during the year. For each penalty imposed, what has to be specified is the name of the Court/concerned Authority, date of order, name of the section under which penalty/punishment has been imposed, and the amount of penalty. Furthermore, the details of the compounding of offenses also need to be given in the form.

Certification of MGT 7

Certification of this annual return is needed by a Company Secretary in practice where the company is a listed company or falls under a certain specified threshold limit. Such certificate shall be in Form No. MGT 8.

Note: According to sub-rule (2) of rule 11 of the Companies (Management and Administration) Rules, 2014, the annual return, filed by a listed company or a company having paid-up share capital of Rs. 10 crores or more or turnover of Rs. 50 crore or more, is to be certified by a Company Secretary in practice.

The signing of MGT 7

A declaration/ratification has to be given by an authorized person as to whether all the requirements of the Companies Act, 2013, and the rules made thereunder in respect of the subject matter of form MGT 7 and matters incidental thereto have been complied with. It has to be digitally signed by a director and a company secretary of the company. Where there is no company secretary, then it has to be signed by a director and a company secretary in practice.

In the case of One Person Company and Small Company, MGT 7 shall be signed by the company secretary, or where there is no company secretary, by the company’s director.

Besides, for companies specified under rule 11(2) the Companies (Management and Administration) Rules, 2014, the form has also to be fully certified by a company secretary in practice.

Checklist for MGT 7

Attachments to the form are as follows:

MGT 7 due date

Each company shall submit to the Registrar a copy of the annual return (MGT 7 MCA) within 60 days of the date on which the AGM is held or where no AGM is held in any year, within 60 days of the date on which the AGM was to be held, together with a statement setting out the reasons for not holding the AGM. {Section 92(4)}

The due date for holding the annual general meeting is on or before the 30th day of September following the end of each financial year. Consequently, the last filing date for MGT-7 is usually 29 November of each year.

Fees for MGT 7

Following the Companies (Registration Offices and Fees) Rules, 2014, the fees for filing MGT 7 is as follows:

Fee for filing (in case of a company having a share capital)

Nominal Share CapitalFee applicable
Less than 1,00,000Rupees 200
1,00,000 to 4,99,999Rupees 300
5,00,000 to 24,99,999Rupees 400
25,00,000 to 99,99,999Rupees 500
1,00,00,000 or moreRupees 600

Fee for filing (in case of a company not having a share capital)

– Rupees 200

An additional fee applicable on any delay in filing MGT 7 is as follows:

Period of delaysFee applicable
Up to 30 days2 times of normal fees
More than 30 days and up to 60 days4 times of normal fees
More than 60 days and up to 90 days6 times of normal fees
More than 90 days and up to 180 days10 times of normal fees
More than 180 days12 times of normal fees

However, in case the period within which MGT 7 was required to be submitted expires after 30/06/2018, the additional fee for delay in filing is Rs. 100 per day.

Penalty for non-compliance: Section 92(5)

If a company fails to file the annual return within the due date, then the company and every officer in default are penalized with Rs. 10,000.

Where the failure persists, a further penalty is imposed of Rs. 100 per day until the time such failure continues, subject to a maximum of Rs. 2 lakhs in case of company and Rs. 50,000 in the case of an officer in default.

It should, therefore, be ensured that the annual return in this form is submitted before the due date.

Furthermore, if a practicing company secretary is found to certify an annual return otherwise than in conformity with the requirements of company law, he shall be penalized with Rs. 2 lakhs. {Section 92(6)}

MGT 7 for section 8 company

As a Section 8 company is registered as a limited company, it is also required to adhere to the compliance levied by the Registrar of Companies (ROC) and file MGT 7 within 60 days of the Annual General Meeting.

Key takeaways

Hope the information provided in this article proves helpful to you!

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