Guidance Note on Annual Return issued by ICSI (Revised Edition 2015)
Section 92 read with rule Rule 11(1) of the Companies (Management and Administration) Rules, 2014 requires every company to prepare and file the Annual Return in Form No. MGT-7 containing the particulars as specified under section 92 as they stood on the close of the financial year and file with the Registrar within sixty days from the date on which Annual General Meeting is held or from the date on which AGM should have been held.
The Annual Return is a comprehensive document which captures information of a company relating to its share capital, indebtedness, directors, shareholders, promoters, changes in directorships, corporate governance disclosures etc. The Annual Return is required to be signed by a director and the company secretary, or where there is no company secretary, by a company secretary in practice.
In case of One Person Company and small company, the Annual Return is to be signed by the company secretary, or where there is no company secretary, by the director of the company.
The Ministry of Corporate Affairs vide its notification dated November 16, 2015 has substituted Form MGT-7 through the Companies (Management and Administration) Third Amendment Rules, 2015 addressing the practical issues which were faced by the professionals. Based on the revised MGT-7, the ICSI has brought out this revised edition of to guide the company secretaries in filing, filing MGT-7 and certifying as per MGT-8.