Annual Return of Small companies

Annual Return of Small companies

Annual Return of Small companies & OPC – Form MGT 7A

Earlier, every Company (Public/ Private/ OPC) was required to file Annual Return in Form No. MGT-7. On 5th March 2021, The Ministry of Corporate Affairs (MCA) amended Companies (Management and Administration) Rules, 2014 and issued Companies (Management and Administration) Amendment Rules, 2021.

Further to the amendment, every company shall file its annual return in Form No. MGT-7 except One person Company (OPC) and Small company.

A new Form No. MGT-7A has been prescribed in respect of annual return of OPC and small companies.

What is e-form MGT-7A ?
  • Form MGT-7A is the form prescribed for Annual Return of One Person Company and Small companies.
  • All other companies shall continue to file their Annual Return in Form No. MGT-7.
Who is required to file MGT-7A

 

  • One Person Company
  • Small Company
What is One Person Company

 

As per Section 2(62) of Companies Act, 2013, “One Person Company” means a company which has only one person as member/shareholder.
What is Small Company

 

  • According to Section 2(85) of Companies Act, 2013, A Public Company shall not be considered as a ‘Small Company’.
  • A company other than public company shall be considered as a ‘Small Company’ if it satisfies both the conditions given below:
    (a) Paid up share capital of the company does not exceed Rs. 2 crores or such higher amount as may be prescribed which shall not be more than Rs. 10 crores

and

(b) Turnover as per P&L Account for the immediately preceding financial year does not exceed Rs. 20 crores or such higher amount as may be prescribed which shall not be more than Rs. 100 crores.

Provided that:

Nothing in this clause shall apply to-

(a)   A Holding company or a subsidiary company

(b)   A company registered under section 8 of the Companies Act

(c)    A company or body corporate governed by any special Act

Gist of a company which is not a Small Company A company is not a small company if:

  • It is a Public Company;
  • It is a Holding Company of another company
  • It is a subsidiary company of another company
  • It is a Section 8 company
  • It is a company governed by a Special Act
Applicable Form No. MGT-7A is applicable for Financial Year 2020-21 and onwards.
What are the features of Form MGT-7A

 

Form MGT-7A is the form for Annual Return for One Person Company and Small Company.

While filing MGT-7A, the company has to select the applicability out of two-

(a) OPC (b) Small Company.

One of the most important features of MGT-7A is that it does not need certification of Company Secretary. It can be filed with DSC of Directors only.

Details NOT required Following information are NOT applicable in case of MGT-7A:

  • Date of AGM, only in case of OPC
  • Particulars of Associate companies like holding or subsidiary (including joint ventures)
  • Details of unclassified share capital
  • Break-up of share capital
  • Details of Shares or Debenture transfer
  • Shareholding pattern (promoter/ non-promoter)
  • Member/ other meeting details
  • Details of board meeting
Digital Signature DSC of any one Director can be used to file Form MGT 7A
Certification Certification of Company Secretary is not required
Due date Form MGT-7A is required to be filed within 60 days from the date of AGM of the company
Prescribed filing fees for Form MGT-7A
In case of company having share capital- Nominal Share Capital Fees Prescribed
Less than Rs. 1 Lakh Rs. 200
Rs. 1 Lakh or above but less than Rs. 5 Lakhs Rs. 300
Rs. 5 Lakhs or above but less than Rs. 25 Lakhs Rs. 400
Rs. 25 Lakhs or above but less than Rs. 1 crore Rs. 500
Rs. 1 crore or above Rs. 600

 Conclusion:

In case of One Person Company (OPC) and Small companies, Form MGT-7 has been replaced with MGT-7A, whereas all other Companies continue to file Form MGT 7.

The E-Form MGT 7A is to be filed for F.Y. 2020-21. E-Form MGT-7A is a simplified form of Annual Return for OPC and small companies. In case of procedural difficulties in filing of MGT-7A, you may call Chhota CFO for assistance at: 991 666 8146/ 973 973 6999

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