Procedure for Creation & Modification of Charges under Companies Act 2013

– Section 78 – Application for Registration of Charge

– Section 79 – Section 77 to apply in certain matters

– Section 80 – Date of notice of charge

– Section 81 – Register of Charges to be kept by Registrar

– Section 85 – Company’s Register of Charges

– Rules – The Companies (Registration of Charges) Rules, 2014

1. To authorizing a Director/KMP:

• Execute relevant documents related to creation/ modification of the charge.
• Submit documents with various authorities
• File e-Forms with the Registrar of Companies (RoC)

a. CHG-1: For general charges

b. CHG-9: For charges related to secured debentures

For CHG-1:

1. Instrument(s) of creation/modification

2. In case of Joint charge, particulars of all joint charge holders

3. Board Resolution (optional)

4. Sanction Letter (optional)

5. Any other document, as applicable

For CHG-9:

1. Resolution authorizing debenture issue (mandatory).

2. Central Government order if filed for rectification

3. Instrument containing details of the charge created or modified is mandatory in all cases.

4. Any other document, as applicable

• Date of instrument
• Charge ID (in case of modification)
• Nature and brief particulars of instrument
• Location of charge (India/outside)
• Type of charge
• Charge Holder’s details (Name, Address, Email, PAN)
• Amount secured
• Description of property charged
• Principal terms (interest rate, repayment terms, facility type, etc.)
• Ownership details of property
• Previous charge details (if any)
• Details of present modification (in case of modification)

• Purpose:
  • Creation/ Modification/ Rectification of charge for debentures
  • Charge ID (if applicable)
• Type of debentures:

Debenture/Debenture Stock/Bond/Other

• Applicant type: Company/Charge-holder/Trustee
• Date and description of instrument
• Type of charge
• Complete address of charged property
• Charge Holder/Trustee details (Name, Address, Email, PAN)
• Debenture series details: Issue date, Max amount, RoC registration,
• MGT-14 filing, etc.
• Terms (interest rate, repayment terms, nature of facility, disbursement date, etc.)
• Commission/discount paid on subscriptions (if any)
• Modification details (if applicable)

Form CHG-3 (Certificate of Modification)

– either in physical or electronic form.

• Small Companies/OPC: Up to 3 times the normal filing fee
• Other Companies: Up to 6 times the normal filing fee

Ad valorem Fee

• 0.025% of the charge amount (Max Rs.1 lakh) for Small Companies/OPC
• 0.05% of the charge amount (Max Rs.5 lakh) for Other Companies.