Form No. MGT-7
ANNUAL RETURN
As on the financial year ended on 31/03/2021
Of
_______________Limited
[Pursuant to Section 92(1) of the Companies Act, 2013
And
Rule 11(1) of the Companies (Management and Administration) Rules, 2014]
I. REGISTRATION AND OTHER DETAILS:
| i) | CIN: | ||||||||||
| Foreign Company Registration Number/GLN | |||||||||||
| *Permanent Account Number(PAN) of the company | |||||||||||
| ii) | a) Name of the Company | ||||||||||
| b)Registered office address | |||||||||||
| c)*email-ID of the company | |||||||||||
| d)*Telephone number with STD code | |||||||||||
| e)Website | |||||||||||
| iii) | Date of Incorporation | ||||||||||
| iv) | Type of the Company | ||||||||||
| Category of the Company | |||||||||||
| Sub-category of the
Company |
|||||||||||
| V | Whether company is having share capital | O Yes O No | |||||||||
| Vi | *Whether shares listed on recognized Stock Exchange(s) | O Yes O No | |||||||||
| (a) Details of stock exchanges where shares are listed |
|
||||||||||
| (b) CIN of the Registrar and Transfer Agent | |||||||||||
| Name of the Registrar and Transfer Agent | |||||||||||
| Registered office address of the Registrar and Transfer Agents | |||||||||||
| Vii | *Financial year From | (DD/MM/YYYY) To (DD/MM/YYYY) | |||||||||
| Vii | *Whether Annual General Meeting (AGM) held | O Yes O No | |||||||||
| (a) If yes, date of AGM | |||||||||||
| (b) Due date of AGM | |||||||||||
| (c) Whether any extension for AGM granted | O Yes O No | ||||||||||
| (d) If yes, provide the Service Request Number (SRN) of the application form
filed for extension |
|||||||||||
| (e) Extended due date of AGM after grant of extension | |||||||||||
| (f) Specify the reasons for not holding the same |
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
*Number of business activities ……………
| S. No. | Main Activity group code | Description of Main Activity group | Business Activity Code | Description of Business Activity | % of turnover of the company |
| 1 | |||||
| 2 |
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES (INCLUDING JOINT VENTURES)
*No. of Companies for which information is to be given …………
| S.
No. |
Name of the company | CIN / FCRN | Holding/ Subsidiary/Associate/ Joint venture | % of shares held |
| 1 | ||||
| 2 |
IV. SHARE CAPITAL, DEBENTURES AND OTHER SECURITIES OF THE COMPANY
i) Share Capital
a) Equity share capital
| Particulars | Authorised Capital | Issued capital | Subscribed capital | Paid Up capital |
| Total number of equity shares | ||||
| Total amount of equity shares (in rupees) |
Number of classes …………..
| Class of Shares | Authorised Capital | Issued capital | Subscribed capital | Paid Up capital |
| Number of equity shares | ||||
| Nominal value per share (in rupees) | ||||
| Total amount of equity shares (in rupees) |
(b) Preference share capital
| Particulars | Authorised Capital | Issued capital | Subscribed capital | Paid Up capital |
| Total number of preference shares | ||||
| Total amount of preference shares (in rupees) |
Number of classes ………..
| Class of Shares | Authorised Capital | Issued capital | Subscribed capital | Paid Up capital |
| Number of preference shares | ||||
| Nominal value per share (in rupees) | ||||
| Total amount of preference shares (in
rupees) |
(C) Unclassified share capital
| Particulars | Authorised Capital |
| Total amount of unclassified shares |
(D) Break-up of paid-up share capital
| Class of Shares | Number of shares | Total Nominal Amount | Total Paid-up amount | Total premium | ||
| Equity shares | Physical | Demat | Total | |||
| At the beginning of the year | ||||||
| Increase during the year | ||||||
| i. Pubic Issues | ||||||
| ii. Rights issue | ||||||
| iii. Bonus issue | ||||||
| iv. Private Placement/
Preferential allotment |
||||||
| v. ESOPs | ||||||
| vi. Sweat equity shares allotted | ||||||
| vii. Conversion of Preference share | ||||||
| viii. Conversion of Debentures | ||||||
| ix. GDRs/ADRs | ||||||
| x. Others, specify | ||||||
| Decrease during the year | ||||||
| i. Buy-back of shares | ||||||
| ii. Shares forfeited | ||||||
| iii. Reduction of share capital | ||||||
| iv. Others, specify | ||||||
| At the end of the year | ||||||
| Preference shares | ||||||
| At the beginning of the year | ||||||
| Increase during the year | ||||||
| i. Issues of shares | ||||||
| ii. Re-issue of forfeited shares | ||||||
| iii. Others, specify | ||||||
| Decrease during the year | ||||||
| i. Redemption of shares | ||||||
| ii. Shares forfeited | ||||||
| iii. Reduction of share capital | ||||||
| iv. Others, specify | ||||||
| At the end of the year | ||||||
ISIN of the equity shares of the company ……………..
(ii) Details of stock split/consolidation during the year (for each class of shares) ………………………..
| Class of shares | (i) | (ii) | (iii) | |
| Before split /
Consolidation |
Number of shares | |||
| Face value per share | ||||
| After split / consolidation | Face value per share | |||
| Face value per share | ||||
(iii) Details of shares/Debentures Transfers since closure date of last financial year (or in the case of the first return at any time since the incorporation of the company)*
………. Nil
[Details being provided in a CD/Digital Media] o Yes o No o Not applicable
Separate sheet attached for details of transfers o Yes o No
Note: In case list of transfer exceeds 10, option for submission as a separate sheet attachment or submission in a CD/Digital Media may be shown.
| Date of Previous AGM | |
| Date of Registration of Transfer | |
| Type of transfer | 1- Equity
2- Preference Share 3- Debentures 4- Stock |
| Number of Shares/Debentures/Units Transferred | |
| Amount per Shares/Debentures/Units (in Rs.) | |
| Ledger Folio of Transferor | |
| Transferor’s Name | First Name :-
Middle Name :- Surname :- |
| Ledger Folio of Transferee | |
| Transferee’s Name | First Name :-
Middle Name :- Surname :- |
(iv) *Debentures (Outstanding as at the end of financial year)
| Particulars | Number of units | Nominal value per unit | Total value |
| Non-convertible debentures | |||
| Partly convertible debentures | |||
| Fully convertible debentures | |||
| Total |
Details of debentures
| Class of Debentures | Outstanding as at the beginning of the year | Increase during the year | Decrease during the year | Outstanding as at the end of the year |
| Non-convertible debentures | ||||
| Partly convertible debentures | ||||
| Fully convertible debentures |
(v) Securities (other than shares and debentures)
| Type of Securities | Number of Securities | Nominal Value of each Unit | Total Nominal Value | Paid up Value of each Unit | Total Paid up Value |
| Total |
V. *Turnover and net worth of the company (as defined in the Companies Act,2013)
(i) Turnover ……………………….
(ii) Net worth of the Company ……………………….
(a) *SHARE HOLDING PATTERN – Promoters
| S. No. | Category | Equity | Preference | ||
| Number of shares | Percentage | Number of shares | Percentage | ||
| 1. | Individual/Hindu Undivided Family | ||||
| (i) Indian | |||||
| (ii) Non-resident Indian (NRI) | |||||
| (iii) Foreign national (other than NRI) | |||||
| 2. | Government | ||||
| (i) Central Government | |||||
| (ii) State Government | |||||
| (iii) Government companies | |||||
| 3. | Insurance companies | ||||
| 4. | Banks | ||||
| 5. | Financial institutions | ||||
| 6. | Foreign institutional investors | ||||
| 7. | Mutual funds | ||||
| 8. | Venture capital | ||||
| 9. | Body corporate (not mentioned above) | ||||
| 10. | Others | ||||
| Total | |||||
Total number of shareholders (promoters) …………..
(b) *SHARE HOLDING PATTERN – Public/Other than promoters
| S. No. | Category | Equity | Preference | ||
| Number of shares | Percentage | Number of shares | Percentage | ||
| 1. | Individual/Hindu Undivided Family | ||||
| (i) Indian | |||||
| (ii) Non-resident Indian (NRI) | |||||
| (iii) Foreign national (other than NRI) | |||||
| 2. | Government | ||||
| (i) Central Government | |||||
| (ii) State Government | |||||
| (iii) Government companies | |||||
| 3. | Insurance companies | ||||
| 4. | Banks | ||||
| 5. | Financial institutions | ||||
| 6. | Foreign institutional investors | ||||
| 7. | Mutual funds | ||||
| 8. | Venture capital | ||||
| 9. | Body corporate (not mentioned above) | ||||
| 10. | Others | ||||
| Total | |||||
Total number of shareholders (other than promoters) …………….
Total number of shareholders (Promoters + Public/Other than promoters) ……………
(c) * Details of Foreign institutional investors’ (FIIs) holding shares of the company ……………
| Name of the FII | Address | Date of Incorporation | Country of Incorporation | Number of shares held | % of shares held |
VII. *NUMBER OF PROMOTERS, MEMBERS, DEBENTURE HOLDERS
| Details | At the beginning of the year | At the end of the year |
| Promoters | ||
| Members (other than promoters) | ||
| Debenture holders |
VIII. DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
(A) *Composition of Board of Directors
| Category | Number of directors at the beginning of the year | Number of directors at the end of the year | Percentage of shares held by directors as at the end of year | |||
| Executive | Non Executive | Executive | Non Executive | Executive | Non Executive | |
| A. Promoter | ||||||
| B. Non-Promoter | ||||||
| (i) Non-
Independent |
||||||
| (ii) Independent | ||||||
| C. Nominee Directors representing | ||||||
| (i) Banks and FIs | ||||||
| (ii) Investing
institutions |
||||||
| (iii) Government | ||||||
| (iv) Small share
holders |
||||||
| (v) Others | ||||||
| Total | ||||||
Number of Directors on the financial year ……………….. and Key managerial personnel (who is not director) as end date
(B) (i) *Details of directors and Key managerial personnel as on the closure of financial year
| Name | DIN/PAN | Designation | Number of equity shares held | Date of cessation (after closure of financial year : If any) |
(ii) Particulars of change in director(s) and Key managerial personnel during the Year ……………….
| Name | DIN/PAN | Designation at the beginning / during the financial year | Date of appointment / change in designation/ cessation | Nature of change (Appointment/ Change in designation/ Cessation) |
IX. MEETINGS OF MEMBERS/CLASS OF MEMBERS/BOARD/COMMITTEES OF THE
BOARD OF DIRECTORS
A. MEMBERS/CLASS /REQUISITIONED/CLB/NCLT/COURT CONVENED MEETING
Number of meetings ………………. held
| Type of meeting | Date of meeting | Total Number of Members entitled to attend meeting | Attendance | |
B. BOARD MEETINGS
*Number of meetings held
| S. No. | Date of meeting | Total Number of directors as on the date of meeting | Attendance | |
| Number of directors attended | % of attendance | |||
| 1 | ||||
| 2 | ||||
C. COMMITTEE MEETINGS
Number of meetings held ……………………..
| S. No. | Type of meeting | Date of meeting | Total Number of Members as on the date of meeting | Attendance | |
| Number of members attended | % of
attendance |
||||
| 1 | |||||
D. *ATTENDANCE OF DIRECTORS
| S. No. | Name of the Director | Board Meetings | Committee Meetings | Whether attended AGM held on (Y/N/NA) | ||||
| Number of Meetings which director was entitled to attend | Number of Meetings attended | % of atten-dance | Number of Meetings which director was entitled to attend | Number of Meetings attended | % of atten-dance | |||
| 1 | ||||||||
X. *REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
………… Nil
A. Number of Managing Director, Whole-time Directors and/or Manager whose remuneration
details to be entered ………………….
| S. No | Name | Designation | Gross salary | Commission | Stock Option/ Sweat equity | Others | Total Amount |
| 1. | |||||||
| Total |
B. Number of CEO, CFO and Company secretary whose remuneration details to be entered
| S.
No |
Name | Designation | Gross salary | Commission | Stock Option/ Sweat equity | Others | Total Amount |
| 1. | |||||||
| Total |
C. Number of other directors whose remuneration details to be entered …………..
| S.
No |
Name | Designation | Gross salary | Commission | Stock Option/ Sweat equity | Others | Total Amount |
| 1. | |||||||
| Total |
XI. MATTERS RELATED TO CERTIFICATION OF COMPLIANCES AND DISCLOSURES
A. *Whether the company has made compliances and disclosures in respect of applicable provisions of the Companies Act, 2013 during the year o Yes o No
B. If No, give the reasons/observations
XII. PENALTY AND PUNISHMENT – DETAILS THEREOF
(A) DETAILS OF PENALTIES / PUNISHMENT IMPOSED ON COMPANY/DIRECTORS /OFFICERS
………….. Nil …………….
| Name of the company/ directors/ officers | Name of the court/ concerned Authority | Date of Order | Name of the Act and section under which penalised / punished | Details of penalty/ punishment | Details of appeal (if any) including present status |
(B) DETAILS OF COMPOUNDING OF OFFENCES Nil
| Name of the company/ directors/ officers | Name of the court/ concerned Authority | Date of Order | Name of the Act and section under which offence committed | Particulars of offence | Amount of compounding (in rupees) |
XIII. Whether complete list of shareholders, debenture holders has been enclosed as an attachment O Yes O No
(In case of ‘No‟, submit the details separately through the method specified in instruction kit)
XIV. COMPLIANCE OF SUB-SECTION (2) OF SECTION 92, IN CASE OF LISTED COMPANIES
In case of a listed company or a company having paid up share capital of Ten Crore rupees or more or turnover of Fifty Crore rupees or more, details of company secretary in whole time practice certifying the annual return in Form MGT-8.
Name …………………
Whether associate or fellow ……….. Associate ……… Fellow
Certificate of practice number ………………………..
I/We certify that:
a) The return states the facts, as they stood on the date of the closure of the financial year aforesaid correctly and adequately.
b) Unless otherwise expressly stated to the contrary elsewhere in this return, the Company has complied with applicable provisions of the Act during the financial year.
c) The company has not, since the date of the closure of the last financial year with reference to which the last return was submitted or in the case of a first return since the date of incorporation of the company, issued any invitation to the public to subscribe for any securities of the company
d) the annual return discloses the fact that the number of members, (except in case of one person company), of the company exceeds two hundred, the excess consists wholly of persons who under second proviso to clause (ii) of sub-section (68) of section 2 of the Act are not to be included in reckoning the number of two hundred.
DECLARATION
I am authorised by the Board of Directors of the company ………………… vide resolution no. dated …………….. (DD/MM/YYYY) to sign this form and declare that all the requirements of the Companies Act, 2013 and the rules made there under in respect of the subject matter of this form and matters incidental thereto have been complied with. I further declare that:
1. Whatever is stated in this form and in the attachments thereto is true, correct and complete and no information material to the subject matter of this form has been suppressed or concealed and is as per the original records maintained by the company.
2. All the required attachments have been completely and legibly attached to this form.
Note: Attention is also drawn to the provisions of section 447, sections 448 and 449 of the Companies, Act, 2013 which provide for punishment for fraud, punishment for false statement and punishment for false evidence respectively.
To be signed by
Director
DIN of the director …………….
To be signed by
o Company Secretary
o Company Secretary in practice
Membership number ……………. Certificate of practice number ………………………
Attachments
1. list of share holders, debenture holders;
2. Approval letter for extension of AGM;
3. Copy of MGT-8;
4. Optional Attachments, if any.
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