What we do
Our work in this practice group is structured around the records, deadlines, and decisions involved:
- Comprehensive statutory compliance under Section 92 of the Companies Act, 2013.
- Avoidance of heavy recurring MCA late fees of ₹100 per day under Section 92(5).
- Accurate tracking and reconciliation of share transfers, transmissions, and corporate capitalization.
- Detailed reporting of promoter, institutional, and non-promoter shareholding patterns.
- Secretarial review of board, committee, and general meeting minutes and attendance records.
- Certification by a Company Secretary in Practice (PCS) and Form MGT-8 compliance certificate where applicable.
- Complete peace of mind with verifiable SRN acknowledgements and updated MCA public records.
How the engagement works
Under Section 92(1) of the Companies Act, 2013 read with Rule 11(1) of the Companies (Management and Administration) Rules, 2014, every company must prepare and file its annual return in Form MGT-7 with the Registrar of Companies within 60 days from the date of the Annual General Meeting (AGM). Delayed filing attracts an additional fee of ₹100 per day under Section 403, and the company and every officer in default are liable to a penalty of ₹10,000 plus ₹100 for each day during which default continues up to ₹2,00,000 under Section 92(5).
Scenario 1: A Private Limited Company exceeding the Small Company thresholds (paid-up capital > ₹4 Cr or turnover > ₹40 Cr) needs to file Form MGT-7 within 60 days of its AGM.
Scenario 2: A Public Limited Company requires comprehensive annual return preparation, share register reconciliation, and practicing Company Secretary certification.
Scenario 3: A company with paid-up capital of ₹10 Crore or more, or turnover of ₹50 Crore or more, requires Form MGT-8 certification by a practicing CS alongside Form MGT-7.
Scenario 4: A Section 8 Company needs to file its annual return with complete disclosures of promoter trusts and non-profit object achievements.
Scenario 5: A company that experienced significant equity infusions, director appointments, or debenture issuances requires comprehensive disclosure in Form MGT-7.
Capital & Shareholding Reconciliation
We reconcile authorized, issued, subscribed, and paid-up capital, including share transfers, transmissions, allotments, and promoter/non-promoter stakes.
Board & Committee Meetings Review
We review board meeting notices, agendas, attendance sheets, and minutes to compile accurate meeting disclosures and director remuneration data.
Indebtedness & Debenture Disclosures
We compile details of secured and unsecured loans, credit facilities, debentures, and financial charges registered with the MCA.
PCS Certification & Form MGT-8 Coordination
For eligible companies, we coordinate secretarial review and obtain certification from a practicing Company Secretary (PCS) in Form MGT-8.
Form MGT-7 Drafting & Pre-scrutiny
We draft the form on the MCA V3 portal, attach list of shareholders, transfer registers, and run technical pre-scrutiny validations.
DSC Affixation & Filing Execution
We coordinate digital signature attachment from directors and the certifying Company Secretary, submit the form, and deliver the filing SRN.
Step-by-step process
Step 1: Statutory Records & AGM Minutes Collection
We collect the audited financial statements, members register, transfer register, meeting minutes, and AGM adoption records.
Step 2: Capital, Shareholding & Indebtedness Reconciliation
We reconcile share capital balances, compile promoter and public shareholding movements, and verify outstanding indebtedness.
Step 3: Form MGT-7 Preparation & MGT-8 Audit
We prepare Form MGT-7 on the MCA V3 portal, attach required schedules, and coordinate PCS secretarial verification and Form MGT-8 where mandatory.
Step 4: Digital Signatures Affixation
Directors and the practicing Company Secretary sign the form using their registered Digital Signature Certificates (DSC).
Step 5: Submission & SRN Delivery
We submit the form to the Registrar, process payment, and provide the official filing challan and SRN acknowledgement.
Key deliverables & outputs
General questions
01What is Form MGT-7?
Form MGT-7 is the comprehensive Annual Return filed by companies with the Ministry of Corporate Affairs under Section 92 of the Companies Act, 2013. It provides a detailed account of the company’s capital structure, shareholding pattern, management, meetings, and statutory compliance.
02Who is required to file Form MGT-7?
Every company that is not a Small Company or One Person Company must file Form MGT-7. This includes non-small Private Limited Companies, Public Limited Companies, Section 8 Companies, and Producer Companies.
03What is the due date for filing Form MGT-7?
Form MGT-7 must be filed within 60 days from the date of the Annual General Meeting (AGM). For an AGM held on 30th September, the filing due date is 29th November.
04When is certification by a practicing Company Secretary (PCS) mandatory?
Under Section 92(2), the annual return of a listed company or a company having paid-up share capital of ₹10 Crore or more, or turnover of ₹50 Crore or more, must be certified by a Company Secretary in Practice in Form MGT-8.
05What is the penalty for delayed filing of Form MGT-7?
Filing after the due date attracts an additional fee of ₹100 per day under Section 403 of the Companies Act with no upper cap. In addition, Section 92(5) prescribes statutory penalties on the company and defaulting officers.
06What are the key attachments required for Form MGT-7?
Key attachments include: (1) List of shareholders and debenture holders; (2) List of share transfers/transmissions during the financial year; (3) Form MGT-8 certificate (where applicable); and (4) Approval letter for AGM extension (if granted).
07How does Form MGT-7 differ from Form AOC-4?
Form AOC-4 is used to file the company’s audited financial statements (balance sheet, profit & loss, auditor report, and director report) and is due within 30 days of the AGM. Form MGT-7 is the annual return of the company covering shareholding, management, meetings, and governance, and is due within 60 days of the AGM.