Abridged Annual Return (Form MGT-7A)  for Small Company & OPC

Abridged Annual Return (Form MGT-7A)  for Small Company & OPC

The Ministry of Corporate Affairs (MCA), has notified a new form MGT-7A which is an Abridged Annual Return for OPCs (One Person Company) and Small Companies for the FY 2020-2021. This was notified through Companies (Management and Administration) Amendment Rules, 2021 with effect from 05^th of March 2021.

What is Form MGT-7A?

Form MGT-7A is the form prescribed for the Annual Return of One Person Company and Small companies. And this form is applicable in respect of Annual Return for the FY 2020-21 onwards and would be applicable only for OPC and small companies, while all other companies are expected to file Form MGT-7 with the ROC or MCA.

Thus, for all other companies, their Annual Return shall be filed or continue to be filed in Form No. MGT-7 as prior to this amendment, even One Person Companies and Small Companies also used to file their Annual Return in Form MGT-7. Form No. MGT-7A is required to be filed to ROC along with prescribed fees which have been stipulated in the table along with any late fee if applicable.

As per this in accordance with this amendment notification, Rule 11(1) of the Companies (Management and Administration) Rules, 2014 shall be substituted with: “Every company shall file its annual return in Form No.MGT-7 except for One Person Company (OPC) and Small Company. One Person Company and Small Company shall file the annual return from the financial year 2020-2021 onwards in Form No.MGT-7A”

Applicability of Form MGT-7A

Form MGT-7A as stipulated before is applicable to OPC and Small Companies from FY 2020-21 onwards.
The small company here means the one defined under section 2(85) of the Companies Act, which is a private limited company with:

1. Paid-up capital does not exceed INR 2 Crores and
2. Turnover does not exceed INR 20 Crores.

It shall further be noted that a company is not a small company if:

1. It is a Public Company
2. It is a Holding Company of another company
3. It is a Subsidiary Company of another company
4. It is a Section 8 company
5. It is a company governed by a Special Act.

While OPC or One Person Company is defined under section 2(62) of the Companies Act and means a company that has only one person as a member.

Which Companies Must File Form MGT-7A?

The e-form MGT-7A is relevant to only One Person Companies (OPCs) and small companies. Other businesses created in accordance with the Companies Act of 2013 (the “Act”) are required to submit the e-form MGT-7 to the Registrar of Companies.

Small businesses, as defined by Section 2(85) of the Act, include organizations that are not publicly traded and that:

• A paid-up share capital of not more than Rs. 2 crores, or the specified higher amount, which cannot surpass Rs. 10 crores.
• A revenue of no more than 20 crore rupees or a higher sum as specified, but no more than 100 crore rupees.

The following businesses, however, are not recognized as small businesses:

• A parent firm or subsidiary.
• A business with section 8 registration.
• A corporation or business that is subject to a special statute.

An OPC is a business with just one employee. The company’s director could be the same individual.

Purpose of E-Form MGT-7A

OPCs and small companies must submit yearly returns in form MGT-7A with the following information:

• CIN, Details of registered office, main business operations, PAN, and associate companies.
• Small company AGM details.
• Securities, debentures, and shares.
• Shareholdings.
• Company turnover and net worth.
• Members, promoters, and debenture-holders, including changes since the prior financial year.
• Certification and compliance information.
• Attendance at member, class, Board, and committee meetings.
• Director remuneration.
• Penalty details.

The company director must sign the e-form MGT-7A with a valid DSC and DIN. Under “Annual filing forms,” the MCA site offers MGT-7A.

Due Date for Filing Form MGT-7A for FY 2020-21

– For Small Companies:

The last date for filing Form MGT-7A for the small company during FY 202-21 is the 29^th of January 2022. In general terms, Form MGT-7A is required to be filed by Companies within 60 days from the date of the Annual General Meeting or AGM of the company. So, the due date for AGM is the 30^th of September of the relevant Ay (Assessment Year) and this forms the base for the filing due date of Form MGT-7A and this shall be the 30^th of November every year.

But the respective ROCs (Registrar of Companies) have notified the extensions for conducting AGM for the FY 2020-21 by the period of 2 months making the same to 30^th of November 2021. Hence, the due date for filing Form MGT-7A shall fall on the 29^th of January 2022.

– For OPC:

The last date for filing Form MGT-7A by OPC shall be 28^th November 2021. As OPC is not mandated or required to hold AGM, the due date for filing the MGT-7A in case of OPC shall be within 60 days or 2 months from the completion of 6 months from the end of the relevant financial year. And by this, we can say the last date would be the 28^th of November 2021.

Filing Fees for Form-MGT7A

In case of any late filing, a fee of INR 100 per day shall be applicable after the respective due date for filing of the form by OPC and Small Company.

Features of Form MGT-7A

1. It is an Annual Return to be filed by Small companies and OPC.
2. It does not need the certification of the Company Secretary and can be filed with the DSC of Directors only.
3. It shall be applicable from FY 2020-21 onwards, while all other companies should be filing Form MGT-7

Information not Included under Form MGT-7A

The following information need not be included or applicable in Form MGT-7A:
– Date of AGM
– Particulars of Associate companies like holding or subsidiaries (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 the board meeting
– Attendance of directors.

Conclusion

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FAQs on Form MGT-7A

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