MGT-7, Annual Return SEC-92 Companies Act 2013

Annual Return
(Section 92 of Companies act 2013)
www.csgauravsharma.com
TURNOVER BASED
S.No
1.
Turnover
Contents
Section
Applicability
149
Every other Public

Company .
300 crore or more Appointment of Woman

Director
2.
100 crore or
more
Appointment of
Independent Director
149(4)
Public Company
3.
1000 crore or
more
135(1)
Every Company
4.
100 crore or
more
Constitution of
Corporate Social
Responsibility
Committee
Constitution of Audit
Committee &
Nomination and
Remuneration
Committee
177(1)
178(1)
Every other Public

Company .
TURNOVER BASED
S.No
5.
Turnover
250 crore or more
Contents
Section
Applicability
Secretarial Audit
204
Every Public Company .
138
Every unlisted Public

Company , Every Pvt
Company .
6.
200 crore or more
Internal Audit
7.
100 crore or more
XBRL filing
All other Company .

--
8.
50 crore or more
Annual Return
certified by PCS
92(2)
Every other Company .
PAID UP SHARE CAPITAL

BASED
S. No
1.
Paid Up share
Capital
100 crores or more
2.
10 crores or more
3.
Contents
Section
Applicability
Appointment of Woman
Director
149
Every other Public

Company .
Appointment of
149
Every Public Company .
134(3)
Every other Public

Company .
25 crores or more at In the Board Report, a

the end of Financial Statement related to the
year
formal annual evaluation
by the board of its own.
4.
10 crore or more
Committee & Nomination
and Remuneration
Committee
177(1) &
178(1)
Every other Public

Company .
5.
10 crore or more
Appointment of KMP
203(1)
Every other Public

Company .
PAID UP SHARE CAPITAL

BASED
S.No
Paid up Share
Capital
Contents
Section
Applicability
6.
5 crore or more
203
7.
50 crore or more
Whole time
Company
Secretary
Secretarial Audit
Every Company
other than Listed or
Public Company .
Every other Public
Company .
8.
50 crore or more
Internal Audit
138
9.
5 crore or more
XBRL Filing
204
Every unlisted
Public Company .
All other Company .
-10.
10 crore or more
Annual Return
certified by PCS
All other Company .

92(2)
MISCELLANEOUS
S. No
Outstanding Loans,
Debentures And
Deposits
Contents
Section
Applicability
1.
Exceeding 50 crore or more
Appointment of
149
Every Public
Company .
2.
Exceeding 50 crore or more
Committee &
Nomination &
Remuneration
Committee
177(1) &
178(1)
Every other Public

Company .
S. No
Net Worth
Contents
Section
Applicability
1.
500 crore or more
Constitution of
Corporate Social
Responsibility
Committee
135(1)
Every Company .
MISCELLANEOUS
S. No
Net Profit
Contents
Section
Applicability
1.
5 crore or more
Constitution of
Corporate social
Responsibility
Committee
135(1)
Every Company .
S. No
Outstanding
Deposit
Contents
Section
Applicability
1.
25 crore or more
at any time
during the
financial Year
Internal Audit
138
Every unlisted
Public Company .,
Every Private
Company .
MISCELLANEOUS
S. No
Outstanding Loans
from Banks and
PFIs
Contents
Section
Applicability
1.
Exceeding 100 crore

or more at any time
during the preceding
Financial Year
Internal Audit
138
Every unlisted Public

Company ., Every Private
Company .
2.
Exceeding 50 crore or
more,
Accepting deposits
from public
Vigil
Mechanism
177
Listed Company ., Other

Company .,
INTRODUCTION
Annual Return of a Company is an annual statement
& part of Annual filing of Company which is

required to be filled with Registrar of Companies
(ROC)
It highlights the information about the Companys
Composition, activities and financial position.
Annual return is required to be prepared on
financial year to financial year basis.
Every Company shall prepare its annual return in
Form MGT-7.
INTRODUCTION
Sec 92(1) read with Rule 11 of the Companies ( Management and Administration)
Rules, 2014
Form MGT-7
Annual Return for every Company
Rules, 2014
Form MGT-8
Certification by PCS of Listed Company & Other

prescribed Companies.
Rules, 2014
Form MGT-9
Extract of annual return to be annexed with Board

Report
CoNTENTS
Registered office of Company,
Principal Business activities,
Particulars of its holding, subsidiary, Joint
venture and associate Companies,

Shares, debentures and other securities,
indebtedness including Debentures,
Turnover & Net Worth of Company
Promoters, members, and debentures
holders along with changes therein,
CoNTENTS
Details of Directors and Key Managerial Personnel,
Meetings of members or a class thereof, Board and its
various Committees along with attendance details,

Remuneration of directors and key managerial
personnel,
Details relating to certification of Compliances,
Penalty or punishment imposed on Company/ directors
/officers , Details of Compounding of offences, if any
List of Shareholders, debenture holders as an
attachment
Compliance u/s 92(2) in case of Listed Company
IMPORTANT NOTE
As per MCA notification dated 24th
September 2015, Permanent Account

Number (PAN) of the Company shall is
mandatorily required to be mentioned in
Annual Return
ComparAtve study
OLD FORMS:
NEW FORMS:
Form 23 AC & ACA
Form AOC-4
Form 20B
Form MGT-7 & MGT-8 For

certification by PCS
Form 66
MR-3 (Secretarial Audit

Report)
SIGNING
OPC & SMALL Company
OTHER Companies
Company Secretary
or
In case of No CS, then by the
Director.
Director & Company

Secretary
Or
In case of No CS, then by PCS
FILLING OF ANNUAL
RETURN
Form MGT-7 is required to be filed with ROC within 60 days of
AGM
IF NO AGM IS HELD
With in 60 days from the date on which AGM should have been
held together with statement specifying the reasons for not
holding AGM.
Along with Applicable Fees, Or Additional fees, within the
additional time of 270 days.
PENALTIES
In case, Annual Return is not filed within time and
additional time;
COMPANY
Fine:
Minimum Rs.50,000 but
extend to Rs.5,00,000
EVERY OFFICER WHO IS IN

DEFAULT
Imprisonment:
6 months
Fine:
Minimum Rs.50,000 but extend
to Rs. 5,00,000
or with both.

MGT-7, Annual Return SEC-92 Companies Act 2013

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Annual Return

(Section 92 of Companies act 2013)

Every other Public

300 crore or more Appointment of Woman

Every other Public

Every Public Company .

Every unlisted Public

200 crore or more

100 crore or more

All other Company .

Every other Company .

PAID UP SHARE CAPITAL

Every other Public

Every Public Company .

Every other Public

25 crores or more at In the Board Report, a

Every other Public

Every other Public

PAID UP SHARE CAPITAL

All other Company .

Exceeding 50 crore or more

Exceeding 50 crore or more

Every other Public

500 crore or more

Exceeding 100 crore

Every unlisted Public

Listed Company ., Other

& part of Annual filing of Company which is

Annual Return for every Company

Certification by PCS of Listed Company & Other

Extract of annual return to be annexed with Board

venture and associate Companies,

Meetings of members or a class thereof, Board and its

various Committees along with attendance details,

September 2015, Permanent Account

Form 23 AC & ACA

Form MGT-7 & MGT-8 For

MR-3 (Secretarial Audit

Director & Company

EVERY OFFICER WHO IS IN

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