Secretarial compliance calendar
MGT-7: annual return for companies other than OPCs and small companies — workflow
Company; actual director and company secretary/practising company secretary sign as prescribed; qualifying returns require section 92(2) certification.
Define the obligation before assigning the task
The annual return records year-end ownership, management and compliance, with separately identified filing-date details.
Substituted form effective 14 July 2025; FY2025–26 example for a public company.
Related guide: Form reference and completed fields
Walk the event through the calendar
A fictional unlisted public company prepares its original FY2025–26 annual return after the AGM on 30 September 2026. It has 100,000 fully paid ₹10 equity shares, no preference shares and 25 members. A public company is not treated as a small company merely because it is small in size.
1. Establish the event and evidence
Reconcile year-end registers, ownership, business, meetings and officers; keep filing-date changes separately.
2. Prepare the correct document
Choose MGT-7 versus MGT-7A from actual company status; test certification separately and identify the designated person.
3. Submit and follow through
Use the current electronic return and required member template, obtain actual signatures/certification and preserve submitted records.
Record the controls and reconcile the outcome
| Control to record | Worked scenario |
|---|---|
| Members / directors | 25 members at 31/03/2026; 3 directors assumed throughout the year. |
| XI–XII Compliance / penalties | Model assumes no exceptions or penalties; actual registers/orders must be reviewed. |
| XV Certification / XVI designated person | Apply section 92(2)/Rule 11(2) threshold independently; identify the actual Rule 9(4) designated person, not a fictitious certified opinion. |
| Declarations | Not signed. No DSC, certification, SRN, filing or approval has occurred. |
- 100,000 × ₹10 = ₹10,00,000. A public company does not qualify under section 2(85).
- Section 92(4): 30 September +60 days =29 November 2026, subject to any actual applicable extension.
- The 2025 MGT-7 includes certification particulars/text. A selected-field model does not issue MGT-8 certification or replace a practising secretary’s work.
Keep the source and example with the working papers
Official prescribed referenceWorked field example — fictionalThis is the same form, version and scenario as the linked detailed reference. The full field table is maintained there; this page concentrates on responsibilities, sequencing and evidence. No sample creates a DSC, professional certification, approval or acknowledgement. It is a static educational illustration with deliberately invalid synthetic identifiers.
Primary authorities and exact locators
- G.S.R.358(E), physical PDF pp35–48, especially year-end/filing-date distinction p35 and certification pp45–47.
- Companies Act, 2013: the sections expressly identified in the form and explanatory workflow; source copy, read with the specific later rules linked here.
- G.S.R.880(E), physical PDF p2, Rule 2(1)(t): paid up ₹10 crore and turnover ₹100 crore, effective publication 1 December 2025; section 2(85) exclusions remain.
Close the task using the actual result
The 2025 MGT-7 includes certification particulars/text. A selected-field model does not issue MGT-8 certification or replace a practising secretary’s work.
Retain the actual submitted or issued version together with the source records described above. If the authority requests a correction or a required approval has not arrived, preserve that status and the response trail; a saved draft is not evidence of completion.