Annual Filing of OPC and Small Company (MGT-7A)
Form MGT-7A- Annual Filing of
OPC
(One Person Company) & Small Company
Due to 5th
March, 2021 Notification of Ministry of Corporate Affairs the Companies
(Management & Administration) Rules, 2014 amended further and these rules
may be called the Companies (Management & Administration) Amendment Rules,
2021.
It shall make the following
amendment in Rule 11 of the Companies (Management & Administration) Rules,
2014 and Rule 11(1) shall be substituted, namely:
“(1) Every Company
Shall file its annual return in Form No. MGT-7 except OPC (One Person Company)
and Small Company. OPC and small company shall file annual return from the
financial year 2020-21 onwards in form MGT-7A”.
So, firstly we need clarification regarding two things one is OPC (One Person Company) and 2nd
is Small Company.
Q1. What is One
Person Company?
As per provision of
section 2(62) of the Companies Act, 2013 defined (62) “one person company”
means a company which has only one person as member.
Q2. What is Small
Company?
SECTION 2 (85) –
SMALL COMPANY Small Company means a company, other than a
public company –
i.
paid-up share capital of which does not exceed fifty lakh rupees or
such higher amount as may be prescribed* which shall not be more than ten crore
rupees; and
ii.
turnover of which as per
profit and loss account for the immediately preceding financial year does not
exceed two crore rupees or such higher amount as may be prescribed* which shall
not be more than one hundred crore rupees.
Revised Limit for Small Companies:- Paid up capital from “not exceeding `50 Lakh” to “not exceeding `2 Crore” and turnover from “not exceeding `2 Crore” to “not exceeding `20 Crore”.
Provided that
nothing in this clause shall apply to—
(A) a holding
company or a subsidiary company;
(B) a company
registered under section 8; or
(C) a company or
body corporate governed by any special Act;
The maximum
prescribed limit w.r.t. the paid-up share capital for small companies has been
increased from five crore rupees to ten crores.
Further, maximum
prescribed limit w.r.t. the turnover for small companies has been increased
from twenty crore rupees to one hundred crores.
Please note that for determining the status of a small
company the turnover shall be as per profit and loss account for the
immediately preceding financial year. Earlier the turnover was considered as
per its las profit and loss account.
In the case of MGT-7A
for One Person Company following points are exempted:
ü
The date of AGM is not applicable (So it should be file on or
before 30th September, 2021 for the financial year 2020-21)
ü
Break-up of Share Capital of Share-holding Pattern is not
applicable.
ü
Details of Shares/ Debentures is not applicable
ü
No need to give details of Associates or Joint Ventures
ü
No column for providing unclassified share capital
ü
Details of Directors including their attendance is not applicable
ü
Board Meeting details are not applicable
Q4. Is Public Company
can file MGT-7A if Turnover and Paid-up Capital within prescribed limit?
No, Because Public
Companies are not covered under Section 2(85) of Companies Act, 2013.
Q5. What is the due
date of filing of Form MGT-7A?
In case of One Person
Company there no applicability of Provisions of Section 96 of Companies Act,
2013. So, in case of OPC we need to File Form MGT-7A on or before 30th
September.
In case of Small
Companies it should be file within 60 days from the date of AGM.
Q6. Is there any
relaxation in penalty for OPC and Small Companies?
No, the penalty for non-filing
on annual return is Rs. 100 per day till
the date of filing.
Q7. Is certification required in case of MGT-7A?
No, Certification of Company Secretary is not required while filing
Form MGT-7A.
Author:- Author
of this Article is CS Vinay Pandey
About
CS Vinay Pandey:- CS Vinay Pandey is Associate Member of
Institute of Company Secretaries of India and Law Graduate from VBSPU, Jaunpur. He is Co-Founder of Professional Study Point and faculty of Financial Management
Paper of CS Professional Programme.
CS
Vinay Pandey
(Company Secretary & Writer)
(CS,
LLB, B.Com)
cs.vinaypandey@gmail.com
Mob/Whatsapp:
9911473074
Disclaimer: The content of this article is intended to provide a general guide to the subject matter and that the same shall not be treated as legal advice. For any queries, the author can be reached at cs.vinaypandey@gmail.com
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