Form MGT-7: Annual Return of a Company

Who files MGT-7

Every company must file an annual return under Section 92. Public companies, private companies that are holding or subsidiary companies, Section 8 companies, and private companies above the small-company limits file MGT-7. From 1 December 2025, a small company is a private company with paid-up capital up to ₹10 crore and turnover up to ₹100 crore, so many companies that previously used MGT-7 can now use MGT-7A.

Section 8 companies and companies limited by guarantee also file MGT-7, as do private companies with a holding company, even if they are very small. The form type depends on legal status and size, not on whether the company had any business during the year.

The return describes the company as at the close of the financial year. It must also be placed on the company's website, if it has one, with the web link stated in the board's report.

Due date

MGT-7 is due within 60 days from the date of the AGM. For a 30 September 2026 AGM, the deadline is 29 November 2026. If the AGM is not held, the return is still due within 60 days of the date by which the AGM should have been held, along with a statement explaining why it was not held.

What MGT-7 contains and who signs

The return captures details that the Registrar uses to keep the company's master data current. Most of it is a snapshot as at 31 March, while meetings, transfers and remuneration cover the whole year. Expect to provide the following.

• Registered office, principal business activities and group companies
• Share capital, debentures and changes during the year
• Shareholding pattern and list of shareholders and debenture holders
• Directors and key managerial personnel and changes
• Members', board and committee meetings held
• Remuneration of directors and KMP
• Penalties, punishments and compounding
• Indebtedness and number of members

Signing and MGT-8 certification

MGT-7 is signed by a director and the company secretary. Where the company has no company secretary in employment, a company secretary in practice signs instead, confirming the return from the company's records and registers.

In addition, Rule 11(2) requires certification by a practising company secretary in Form MGT-8 for a listed company, or a company with paid-up capital of ₹10 crore or more, or turnover of ₹50 crore or more. MGT-8 confirms that the return states the facts correctly and that the company has complied with the Act.

Fees, late fee and penalties

The normal fee is ₹200 to ₹600 based on nominal capital. Like AOC-4, MGT-7 is excluded from the multiple-based additional fee and instead attracts ₹100 per day of delay without a ceiling.

Section 92(5) also imposes penalties: ₹10,000 on the company plus ₹100 per day of continuing default up to ₹2 lakh, and ₹10,000 plus ₹100 per day up to ₹50,000 on each officer in default. Three consecutive years of non-filing can disqualify directors under Section 164(2). Refogo's partner professionals can file MGT-7 within annual compliance for a fixed fee.

Step by step

1. 1Confirm the form

   Check whether the company is small or an OPC; if not, use MGT-7.

2. 2Compile data

   Gather shareholding, director changes, meetings and remuneration for the year.

3. 3Get MGT-8 if needed

   A practising CS certifies the return where thresholds are met.

4. 4Fill MGT-7 on V3

   Enter details and attach the shareholder list and MGT-8.

5. 5Sign

   Director and company secretary, or a CS in practice, sign with DSC.

6. 6Pay fee

   File within 60 days of the AGM to avoid ₹100 per day.