The Abridged Annual Return explained: this guide covers what it means, who it applies to, the step-by-step process, documents required, fees, due dates and penalties in India — so you can stay compliant with confidence and avoid costly mistakes.
Your annual return is the company's public statement of who owns it, who runs it, what it owes, and whether it complied.
It's filed under Section 92 — and unlike your financial statements, it's a company law document, not an accounting one. That's why your company secretary or a director prepares it, not your auditor.
Since FY 2020-21, small companies and OPCs file an abridged version: Form MGT-7A.
Due 60 days from the actual AGM date — not from 30 September. Small companies and OPCs file MGT-7A; everyone else files MGT-7. Late fee is ₹100 a day with no upper cap. Miss it three years running and every director is disqualified for five years.
Do you file MGT-7 or MGT-7A?
| Company | Form |
|---|---|
| One Person Company | MGT-7A |
| Small company under Section 2(85) | MGT-7A |
| Everyone else | MGT-7 |
A small company is a company other than a public company with:
- paid-up share capital not exceeding ₹4 crore, and
- turnover in the immediately preceding financial year not exceeding ₹40 crore.
Excluded outright: a holding company, a subsidiary, a Section 8 company, and any company governed by a special Act.
Both limbs have to hold. ₹1 crore of capital with ₹50 crore of turnover isn't a small company. ₹10 crore of capital with ₹5 crore of turnover isn't either. And a wholly-owned subsidiary is never a small company, however tiny it is.
The status is tested every year. Cross a threshold in FY 2026-27 and you file MGT-7 for that year — and you simultaneously lose the other small-company reliefs: two Board meetings instead of four, no cash flow statement, Section 446B reduced penalties, and the Rule 9B demat exemption. Small company thresholds in detail →
When is it due?
Within sixty days from the date the AGM is held.
Note that carefully — from the actual AGM date, not from 30 September. Hold your AGM on 15 August and MGT-7A is due 14 October. Hold it on the last permissible day of 30 September and it's due 29 November.
No AGM held at all? File within sixty days of the date the AGM should have been held, with a statement of the reasons for not holding it. (Not holding the AGM is itself a separate offence under Section 99.)
What goes into the return?
Everything is stated as at the close of the financial year — not as at the date you file. A director who resigned in June 2027 still appears as a director in the FY 2026-27 return, with the departure shown in the "changes" section.
The abridged schedule covers:
- Registered office, principal business activities, and holding, subsidiary and associate companies.
- Shares, debentures and other securities, and the shareholding pattern.
- Members and debenture holders, with changes since the previous year end.
- Promoters, directors and KMP, with changes since the previous year end.
- Meetings of members, the Board and committees, with attendance.
- Remuneration of directors and KMP.
- Penalties, punishments and compounding involving the company, its directors or officers, and any appeals.
- Certification of compliances as prescribed.
- Indebtedness — total secured and unsecured borrowings.
Who signs it?
MGT-7A is signed by the company secretary, or where there is none, by a director.
That's simpler than MGT-7, which needs a director and the company secretary — or a company secretary in practice where the company has none.
What about MGT-8? Certification by a practising company secretary in Form MGT-8 is required where paid-up capital is ₹10 crore or more or turnover is ₹50 crore or more. A small company filing MGT-7A is below both by definition, so MGT-8 never applies to you.
Attachments: the list of shareholders and debenture holders is mandatory. Add the ROC's GNL-1 extension letter if you got one, and optional attachments where something needs explaining.
Don't forget the website requirement
Section 92(3) requires every company to place a copy of the annual return on its website, if any — and to disclose the web link in the Board's Report.
You don't have to build a website if you don't have one. But if you do have one, the return has to be on it and the link has to be in the Board's Report. This is one of the most commonly missed lines in a Board's Report.
What does late filing cost?
Normal fee follows the usual nominal-capital slab, ₹200 to ₹600.
Then the part that matters: additional fee for late filing of the annual return is ₹100 per day, with no upper cap.
That's worth restating. For most MCA forms the additional fee is a multiple of the normal fee. AOC-4 and MGT-7/7A are different — flat ₹100 a day, no ceiling. A return filed two years late costs roughly ₹73,000 in additional fee alone. Per form.
The penalty under Section 92(5) is separate again:
| Who | Penalty |
|---|---|
| The company | ₹10,000 + ₹100/day, max ₹2,00,000 |
| Every officer in default | ₹10,000 + ₹100/day, max ₹50,000 |
And two consequences that hurt more than the money:
You lose the private company exemptions. The Section 462 exemption notification is conditional on not being in default of filing under Section 92 or Section 137. A late annual return removes your Section 180, 185 and 188 relaxations and the general-meeting reliefs — for the whole period you were in default. What you'd be giving up →
Director disqualification. Under Section 164(2)(a), failing to file financial statements or annual returns for three continuous financial years disqualifies every director of that company for five years, across every board they sit on.
Filing checklist
- Confirm the company qualified as small or an OPC for that financial year — capital, previous-year turnover, and not a holding company or subsidiary.
- Confirm the AGM date and count sixty days from it.
- Reconcile the register of members at 31 March against the shareholding in the return.
- Reconcile directors and DINs against the DIR-12 filings made during the year.
- Build the meetings table — dates and attendance for every Board and general meeting.
- Pull indebtedness at 31 March from the audited balance sheet.
- Record any penalties, punishments or compounding during the year.
- Prepare the list of shareholders attachment.
- Sign with the DSC of the CS, or a director if there's no CS.
- File, note the SRN, then put the return on the website and record the link in the Board's Report.
Key takeaways
- Sixty days from the actual AGM date, not from 30 September.
- Small company means both limbs — ₹4 crore capital and ₹40 crore turnover — and never a subsidiary.
- Status is tested annually, and losing it costs you several other reliefs at once.
- ₹100 a day, uncapped. This is the only fee structure on the MCA that has no ceiling, and it applies to AOC-4 too.
- A late annual return kills your private company exemptions for the default period.
- Three consecutive years missed = five-year director disqualification, automatically.
Read next
- Annual Compliance Calendar for Private Companies
- Form AOC-4: Filing Financial Statements
- Small Company: Definition, Thresholds and Benefits
- AGM for a Private Limited Company (Section 96)
- Penalties for Non-Compliance: Section-wise Chart
Disclaimer: Positions and fee amounts stated as on 4 September 2026. The MCA extends annual filing due dates by general circular fairly often — check mca.gov.in before filing.