MGT-7 vs MGT-7A: Which Annual Return to File
In short
One Person Companies and small companies file their annual return in Form MGT-7A, and every other company files Form MGT-7. A small company is a private company with paid-up capital up to ₹10 crore and turnover up to ₹100 crore, limits that apply from 1 December 2025. The return is normally due within 60 days of the AGM, but for FY 2025-26 the MCA allows MGT-7 and MGT-7A to be filed up to 31 January 2027 without additional fees.
Every company registered in India files an annual return with the Registrar of Companies (ROC) under section 92 of the Companies Act, 2013. The return is a snapshot of the company at the end of the financial year: its registered office and business, share capital, shareholders, directors and key managerial personnel, meetings held, directors' remuneration and any penalties. Since FY 2020-21 there have been two forms for it, MGT-7 and the shorter MGT-7A, and filing the wrong one means the return has to be redone.
Which companies file MGT-7A?
Under rule 11 of the Companies (Management and Administration) Rules, 2014, two kinds of company file Form MGT-7A:
- One Person Companies (OPCs), whatever their size.
- Small companies, as defined in section 2(85) of the Act.
Every other company files Form MGT-7. That includes public companies, private companies above the small company limits, holding and subsidiary companies, and Section 8 companies.
What counts as a small company now?
A small company is a private company whose paid-up share capital does not exceed ₹10 crore and whose turnover does not exceed ₹100 crore. The MCA raised these limits from ₹4 crore and ₹40 crore by amending rule 2(1)(t) of the Companies (Specification of Definitions Details) Rules, 2014, through notification G.S.R. 880(E) dated 1 December 2025.
Some private companies can never be small companies, whatever their size:
- a holding company or a subsidiary company
- a company registered under section 8 (non-profit)
- a company or body corporate governed by a special Act
Because the limits more than doubled, many private companies that filed MGT-7 last year may now qualify for MGT-7A. Check the company's paid-up capital and turnover against the current definition, and whether it is a holding or subsidiary company, before choosing the form.
How do MGT-7 and MGT-7A differ?
| Point | Form MGT-7 | Form MGT-7A |
|---|---|---|
| Who files | All companies other than OPCs and small companies | OPCs and small companies |
| Length | Full annual return | Abridged form with fewer sections |
| Who signs | A director and the company secretary, or a company secretary in practice if the company has no company secretary | The company secretary, or a director if the company has no company secretary |
| Certification in Form MGT-8 | Needed for listed companies and companies with paid-up capital of ₹10 crore or more or turnover of ₹50 crore or more | Only if the company crosses the same MGT-8 limits |
| Due date (normal) | Within 60 days of the AGM | Within 60 days of the AGM, or for an OPC, of the date by which the AGM would have been due |
The MGT-8 limits are separate from the small company definition. A small company with turnover above ₹50 crore, for example, files MGT-7A but still needs its return certified by a practising company secretary in Form MGT-8.
What is the due date for FY 2025-26?
Section 92(4) requires the annual return to be filed within 60 days of the annual general meeting. Most companies must hold their AGM by 30 September, so the return would normally be due by 29 November.
For FY 2025-26, the MCA has extended this. General Circular No. 05/2026, dated 24 October 2026, allows companies to file:
- MGT-7 and MGT-7A for FY 2025-26 up to 31 January 2027
- AOC-4 and its variants (AOC-4 CFS, AOC-4 XBRL, AOC-4 NBFC (Ind AS) and AOC-4 CFS NBFC (Ind AS)) for FY 2025-26 up to 31 December 2026
without paying additional fees. A separate General Circular No. 06/2026, dated 27 October 2026, allows the cost audit report in Form CRA-4 for FY 2025-26 to be filed up to 31 December 2026 without additional fees.
Two limits in the circular matter:
- The AGM deadline is not extended. The circular says it does not extend the statutory time for holding AGMs, and a company that missed its AGM date remains liable under the Act.
- After 31 January 2027, the full fee applies from the original date. A return filed after the circular's dates attracts all fees, including additional fees, counted from the date the filing was actually due under the Act, not from 31 January.
What does late filing cost?
Once the relaxation ends, an additional fee of ₹100 per day applies for each day the return is late, counted from the original due date, on top of the normal filing fee. Section 92(5) also provides for a penalty on the company and on each officer in default when the annual return is not filed, and directors of a company that does not file its annual returns or financial statements for three continuous financial years can be disqualified under section 164(2).
What else goes with the annual return?
- Website. If the company has a website, section 92(3) requires it to place the annual return there, and the board's report gives the web link.
- Financial statements first. AOC-4 is filed before or alongside the annual return, since the return refers to the same year.
- Shareholding changes. The list of shareholders and any share transfers during the year must match the company's register of members, so update the registers before preparing the form.
Frequently asked questions
Can a small company file MGT-7 instead of MGT-7A?
The rules prescribe MGT-7A for OPCs and small companies and MGT-7 for other companies, so each company should file the form that matches its status for the year. If the company's status is unclear, for example because it became a subsidiary during the year, confirm it before filing.
Does an OPC have to file an annual return if it held no AGM?
Yes. An OPC is not required to hold an AGM, but it still files its annual return in Form MGT-7A every year. For FY 2025-26 the MCA's extension to 31 January 2027 applies to MGT-7A as well.
Has the MCA extended the AGM date for FY 2025-26?
No. General Circular No. 05/2026 extends only the time to file AOC-4, MGT-7 and MGT-7A without additional fees. It states that it does not extend the time for holding AGMs.
Is MGT-8 certification needed for MGT-7A?
Only if the company is listed or has paid-up capital of ₹10 crore or more or turnover of ₹50 crore or more. Most OPCs and small companies are below these limits, but a small company with turnover between ₹50 crore and ₹100 crore needs MGT-8.
What is the late fee for MGT-7?
₹100 per day of delay, in addition to the normal filing fee. For FY 2025-26 no additional fee applies to returns filed by 31 January 2027. A return filed later is charged additional fees from the original due date.
