MGT-7: A Complete 2026 Guide to MCA Filing Rules, Due Dates, and MGT-7A Eligibility
Form MGT-7 is the annual return that most Indian companies file with the Registrar of Companies
under Section 92 of the Companies Act, 2013 - and as of 1 December 2025, far more companies now
qualify for the simpler MGT-7A instead, after MCA doubled the small-company
thresholds to ₹10 crore paid-up capital and ₹100 crore turnover. Get the form wrong, or miss the
60-day window after your AGM, and the ₹100-a-day additional fee starts running
with no ceiling.
Annual Return Under
Section 92, MGT-7 / MGT-7A
Due Date
60 Days from AGM
Late Fee
₹100 / Day, No Cap
Key takeaways
MGT-7 is the detailed annual return for private and public companies that don't qualify as a small company or an OPC; MGT-7A is the abridged version for those that do.
The small company threshold changed on 1 December 2025 (G.S.R. 880(E)) to paid-up capital ≤ ₹10 crore AND turnover ≤ ₹100 crore - up from ₹4 crore / ₹40 crore. Many companies that filed MGT-7 last year may now qualify for MGT-7A.
Both forms are due within 60 days of your AGM (Section 92(4)) - for a company whose AGM falls on 30 September 2026, that's roughly 29 November 2026.
Late filing adds ₹100 per day with no upper limit, on top of a separate Section 92(5) penalty that can reach ₹2,00,000 for the company and ₹50,000 per officer.
MGT-8 certification by a practising Company Secretary is only required above ₹10 crore paid-up capital or ₹50 crore turnover - a different threshold from the small-company test, and one that MGT-7A filers skip entirely.
What Form MGT-7 Actually Is
Section 92(1) of the Companies Act, 2013 requires every registered company to prepare an annual
return that captures its position as of 31 March - registered office details, principal business
activities, shareholding pattern, debt, changes in members and debenture-holders, director and
KMP remuneration, and any penalties imposed on the company during the year. Rule 11 of the
Companies (Management and Administration) Rules, 2014 prescribes the format: Form MGT-7 for the
standard version. It's a structural and ownership snapshot, distinct from Form AOC-4, which
carries your financial statements under Section 137.
Every company - private, public, OPC, or small - must file this annual return. The question is
only which variant applies to you.
MGT-7 vs MGT-7A: Picking the Right Form
The Companies (Management and Administration) Amendment Rules, 2021 carved out a lighter-touch
Form MGT-7A for two categories: One Person Companies and small companies, applicable from FY
2020-21 onward. Everyone else - meaning most private limited companies and all public companies -
stays on MGT-7.
MGT-7A asks for fewer disclosures, skips the detailed holding/subsidiary/associate company
breakdown that MGT-7 requires, and - critically - never needs Form MGT-8 certification,
regardless of the company's size. If your company secretary signs it at all, that's optional, not
mandatory, for small companies and OPCs.
What Counts as a Small Company Since December 2025
This is the part most compliance checklists online haven't caught up with yet. Section 2(85) of
the Companies Act defines a small company as a private company meeting both a capital and a
turnover test - and on 1 December 2025, MCA raised both limits through the Companies
(Specification of Definition Details) Amendment Rules, 2025 (Notification G.S.R. 880(E)):
| Threshold |
Before 1 Dec 2025 |
From 1 Dec 2025 |
| Paid-up share capital |
≤ ₹4 crore |
≤ ₹10 crore |
| Turnover (preceding FY, per P&L) |
≤ ₹40 crore |
≤ ₹100 crore |
Both conditions have to be satisfied together - it's an AND test, not an OR. A company with ₹3
crore capital but ₹120 crore turnover does not qualify, however small its capital base looks.
Even within these limits, a company is excluded from small-company status if it is a public
company, a holding or subsidiary company, a Section 8 company, or a company governed by a special
act such as banking or insurance legislation. For a private company that genuinely qualifies, the
practical upside is real: it can file MGT-7A instead of MGT-7, skip MGT-8 certification, and -
where the Registrar adjudicates a default - get its penalty exposure under Section 92(5) capped at
half the standard maximum under Section 446B.
If your
company crossed into "small company" territory because of this December revision, this is the
first filing cycle where you can actually use MGT-7A - worth confirming with your CS before you
default to last year's form.
MGT-7 Due Date for FY 2025-26
Section 92(4) fixes the window: 60 days from the date the AGM is held. For companies with a 31
March year-end, the AGM must be held on or before 30 September following that year-end, which
pushes the standard MGT-7 filing deadline to roughly 29 November. For FY 2025-26 - the year
ending 31 March 2026 - that means an AGM by 30 September 2026 and MGT-7 filing by approximately
29 November 2026, assuming no MCA extension is announced closer to the date.
OPCs and small companies filing MGT-7A work slightly differently since they aren't required to
hold an AGM: the due date is calculated as 60 days from the expiry of six months after the
financial year closes, landing on roughly the same late-November date in practice.
Last year's cycle (FY 2024-25)
A word on last year's cycle, since it's a common source of confusion: for FY 2024-25, MCA issued
General Circular No. 06/2025 (dated 17 October 2025) extending the filing window for AOC-4 and
MGT-7/MGT-7A to 31 December 2025 without additional fees, citing the transition to revised
e-forms on the MCA V3 portal. That circular extended only the filing deadline - it explicitly did
not extend the statutory deadline to hold the AGM itself, and companies that missed their AGM
window still faced consequences under the Act even with the filing relief in place. Don't assume
a similar extension will repeat for FY 2025-26; treat the standard 60-day rule as the default
until MCA says otherwise.
Documents You Need Before You Start
Keep these ready before you open the form on the portal:
List of shareholders and debenture-holders (required where the company has share capital).
Approval letter for AGM extension, if the ROC granted one.
Form MGT-8, where applicable (see the certification section below).
Statutory registers covering shareholding changes, indebtedness, and promoter holdings for the year.
The SRN of your filed AOC-4 - the MCA V3 portal will not let you proceed without it.
A geo-tagged photograph of the registered office, a newer requirement under the revised V3 forms.
How to File Form MGT-7 Online on MCA V3
From AOC-4 to submission.
1
File AOC-4 first
MGT-7 on V3 references your AOC-4's SRN directly; filing out of sequence blocks submission.
2
Confirm your form variant
MGT-7 or MGT-7A, against the small-company and OPC criteria above.
3
Log in to the MCA V3 portal
Go to MCA Services → Company e-Filing → Annual Filings, and open the relevant webform.
4
Enter the annual return particulars
Registered office, shareholding pattern, director and KMP details, meetings held, and indebtedness.
5
Attach MGT-8 and other attachments
MGT-8 is needed if your company crosses the certification threshold.
6
Get it signed
By a director and the company secretary, or by a director and a practising company secretary where the company has no CS. For an OPC, the company secretary signs, or the director does if there's no CS.
7
Pay the fee and submit
MGT-7/MGT-7A is processed in STP (straight-through-processing) mode on V3, with no resubmission facility - errors mean a fresh filing, not a correction window.
MGT-7 Filing Fee Structure on MCA V3
The government filing fee is set by share capital slab under the Companies (Registration Offices
and Fees) Rules, 2014 - the same statutory table applies whether you file on the old or the V3
portal; V3 only changed how the form is submitted and paid for, not the fee itself. The lower
slabs look like this:
| Share Capital |
Normal Filing Fee |
| Less than ₹1,00,000 |
₹200 |
| ₹1,00,000 to ₹4,99,999 |
₹300 |
| ₹5,00,000 to ₹24,99,999 |
₹400 |
| ₹25,00,000 to ₹99,99,999 |
₹500 |
| ₹1,00,00,000 and above |
₹600 (rising further at higher slabs) |
| Company without share capital |
₹20 |
Confirm the exact fee for your capital bracket on the MCA fee calculator at filing time, since
the slab table continues upward beyond ₹1 crore and the portal computes it automatically.
When You Need MGT-8 Certification
Form MGT-8 is a certificate from a practising Company Secretary confirming the annual return
complies with the Act. It's mandatory only if your company is listed, or its paid-up share
capital is ₹10 crore or more, or its turnover is ₹50 crore or more - note this is a separate,
lower turnover threshold than the ₹100 crore small-company test, so don't conflate the two.
Companies filing MGT-7A - small companies and OPCs - are exempt from MGT-8 regardless of size,
which is one of the main compliance-cost savings of qualifying for the abridged form.
Penalty for Late Filing of MGT-7
Two separate consequences apply, and they stack:
Additional MCA filing fee: ₹100 per day of delay, with no upper cap, accruing from the day after the 60-day window closes until the form is actually filed.
Section 92(5) penalty (post the Companies (Amendment) Act, 2020, effective 21 December 2020): ₹10,000 plus ₹100 per day of continuing default, capped at ₹2,00,000 for the company and ₹50,000 for each officer in default - levied only where the ROC formally adjudicates the default, not automatically on every late filing.
Section 446B relief halves the maximum adjudication exposure for small companies, OPCs, start-ups, and producer companies - an indicative cap of ₹1,00,000 for the company and ₹25,000 per officer.
Under Section 92(6), a practising Company Secretary who certifies a non-compliant Form MGT-8 faces a separate penalty.
In practice,
the ₹100/day additional fee is the one you'll pay with certainty on every late filing; the
Section 92(5) penalty only bites if the Registrar initiates adjudication proceedings.
Frequently Asked Questions
Not automatically - since 1 December 2025, the relevant turnover ceiling is ₹100 crore, not ₹40 crore, so a company well under the old ₹40 crore figure may now have more headroom than it assumed. Both the capital and turnover test still need to be checked together against current limits.
OPCs are meant to use MGT-7A; filing the standard MGT-7 instead isn't the statutorily intended route and typically gets corrected by the professional handling the filing before submission.
Professional guidance generally recommends eligible small companies stick to MGT-7A, since it reduces disclosure burden and certification cost without any compliance downside.
No - LLPs are governed by the Limited Liability Partnership Act, not the Companies Act, and file their annual return in Form 11 instead.
MGT-7 is the annual return itself; MGT-8 is a separate certificate a practising Company Secretary attaches to MGT-7 once the company crosses the ₹10 crore capital or ₹50 crore turnover threshold, confirming the return's compliance with the Act.
Yes - on the MCA V3 portal, MGT-7 filing references the AOC-4 SRN directly, so AOC-4 (the financial statements filing) has to go in first or the annual return submission is blocked.
The company secretary, or - where the OPC has none - the sole director.