Applicability of E-Form MGT-7A

A registered company must file an annual return with the Registrar of Companies (ROC). It is mandatory compliance for all registered companies to file the annual return vide form MGT-7. The form MGT-7 is an electronic form by the Ministry of Corporate Affairs (MCA) to all the corporations to file their annual return details. 

The MCA has issued a separate annual return form for One Person Companies (OPCs) and Small Companies. As per Section 11(1) of the Companies (Management and Administration) Rules, 2014, all companies must file their annual returns vide form MGT-7, while OPCs and small companies must file their annual returns in form MGT-7A.

Through the Companies (Management and Administration) Amendment Rules, 2021, the MCA introduced the form MGT-7A for OPCs and small companies to file their annual returns from the financial year 2020-21 onwards.

Which Companies Must File E-Form MGT-7A?

The e-form MGT-7A is applicable to only One Person Companies (OPCs) and small companies. Other companies established under the Companies Act, 2013 (‘Act’) must file e-form MGT-7 with the Registrar of Companies.

Section 2(85) of the Act defines small companies as companies, other than public companies having:

• A paid-up share capital not exceeding Rs.2 crore or such specified higher amount which shall not be more than Rs.10 crores.
• A turnover not exceeding Rs.20 crore or such a specified higher amount which shall not be more than Rs.100 crore. 

However, the following companies are not considered as small companies:

• A subsidiary or holding company.
• A company registered under section 8.
• A body corporate or company governed by special act.

An OPC is a company that has only one member. The same person can also be the director of the company.

Purpose of E-Form MGT-7A

All OPCs and small companies must prepare their annual returns in form MGT-7A declaring the following particulars as they stood at the close of the financial year:

• Details registered office, CIN, principal business activities, PAN, particulars of its associate companies.
• Details of AGM, in the case of small companies.
• Details of debentures, shares and other securities.
• Details of the shareholding pattern.
• Details of turnover and net-worth of the company.
• Details of its members, promoters, and debenture-holders along with changes since the close of the previous financial year.
• Details of material related to certification of disclosures and compliances and disclosures.
• Details of meetings of members or a class, Board meetings and various committees, along with attendance details.
• Details of remuneration of directors.
• Details of punishment and penalty.

The director of the company having a valid Digital Signature Certificate (DSC) and Director Identification Number (DIN) must sign the e-form MGT-7A. The e-form MGT-7A can be downloaded from the MCA portal under the ‘Annual filing eforms’ category. 

Attachments Required for Filing E-Form MGT-7A

The following scanned documents must be attached to the e-form MGT-7A under the attachments head available at the end of the e-form:

• List of debenture holders and shareholders.
• List of directors.
• Approval letter for extension of AGM. 
• Optional attachments.

Due Date of Filing E-Form MGT-7A

The OPCs and small companies must file the e-form MGT-7A on the same date as MGT-7 is filled. As per section 92(4) of the Act, the companies must file the annual return, i.e. MGT-7 or MGT-7A within sixty days from the date on which the AGM is held or within sixty days from the date on which the AGM should have been held in case the AGM is held. 

In simple words, Section 92(4) of the Act states that:

• E-form MGT-7A is to be filed within 60 days from the date of the AGM of the company.
• The due date for conducting the AGM is on or before 30 September, following the close of every financial year.
• Thus, the last date for filing e-form MGT-7A is generally 29 November every year.

Fees for Filing E-Form MGT-7A

The fees for filing e-form MGT-7A varies according to the nominal share capital of the company, which is as follows:

Consequences of Not Filing E-Form MGT-7A

A penalty is imposed for not filing the e-form MGT-7A. The penalty for not filing the annual return by OPCs and small companies, i.e. e-form MGT-7A, is Rs.100 per day of default. Hence, the OPCs and small companies should ensure that the annual return is filed before the due date.

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