MGT 09 is a report which has to be furnished along with the director’s report in the Companies Act 2013. The MGT 09 is prepared by the company when the director’s report gets approved in the board meeting.
As per the MCA notification dated 28.08.2020, Form MGT-9 has been completely omitted, thus companies are not required to attach the extract of the annual return in Form MGT-9 with the Board Report, in case the web link of such annual return has been disclosed in the Board’s report in accordance
with sub-section (3) of section 92 of the Companies Act, 2013 for the Financial Year 2020-21 & onwards thereof.
Download a Free Trial of Gen Complaw Software
There is still much confusion prevailing regarding the Director’s Report. The following questions and answers will provide you clarifications to some extent.
- Does MGT-9 need to be attached with the Directors Report by the company for F.Y. ending 31.03.2020?
- Do Companies Need to publish Annual Returns on its Website?
- Do Companies need to prepare both MGT-9 and publish MGT-7 on its website?
- How to Give the Link of Publication of MGT-7 in the Directors Report?
1. Does MGT-9 need to be attached with Directors Report for F.Y. ending 31.03.2020?
Under CA, 2013 section 134, MGT-9 prepared by companies need to be attached with Directors Report.
As per Section 134, the extract of Law:-
There shall be attached to statements laid before the company in general meeting, a report by its Board of Directors, which shall include— “the extract of the annual return as provided under sub-section (3) of section 92. Section 92(3) an extract of the annual return in MGT-9 shall form part of the Board’s report”.
Read Also: Due Date and E-Filing Documents of ADT-1 Form
CAA, 2017 amended the provision of Section 134(3) w.e.f. 31.7.2018. i.e. according to the notification of 31st July 2017 provision in context with MGT-9 has been taken out from Section 134 and a new provision was included which is the web address (if any) where annual return (w.r.t. sub-section (3) of section 92) has been kept. However, the same remains unchanged in Section 92(3) – an extract of the annual return in MGT 9 shall form part of the Board’s report.
As the provision of MGT-9 is on the process to become part of Section 92(3), so, the preparation of MGT-9 along with enclosure of Director’s Report with it, is mandatory for the fiscal year 31.03.2020.
2. Do Companies Need to Publish Annual Return on its Website?
Under CA, 2013 section 134, Companies need to mention the web address (if any) in directors report, where annual return w.r.t. sub-section (3) of section 92 has been kept.
As per Section 134, the extract of Law:-
There shall be attached to statements laid before the company in general meeting, a report by its Board of Directors, which shall include— “the web address, if any, where annual return referred to in sub-section (3) of section 92 has been placed”.
The provision of Section 134(3) has been amended by CAA, 2017 w.e.f. 31.7.2018 i.e. as per notification dated 31st July 2017 i.e. the web address, if any, where annual return referred to in sub-section (3) of section 92 has been placed. According to Section 134(3), if a company has a website then it is mandatory for it to publish its Annual Return i.e. MGT-7 on its (company’s) website. However, there is no need to publish MGT-9 on the company’s website.
Recommended: Complete Guide to file ROC Return E-Forms
3. Do Companies Need to Prepare MGT-9 and Publish MGT-7 on its Website?
The company needs to comply with Section 134 as well as Section 92.
As per Section 134, the extract of Law:-
There shall be attached to statements laid before the company in general meeting, a report by its Board of Directors, which shall include— “the web address, if any, where annual return referred to in sub-section (3) of section 92 has been placed”.
As per Section 92, the extract of Law:-
An extract of the annual return in MGT-9 shall form part of the Board’s report. Companies shall adhere to both the Sections i.e. 134 & 92
- MGT-9 must be prepared & annexed with Directors Report by the company.
- Annual Return form MGT-7 must be published by the company on its website and the link for the same shall be provided with the company’s Director’s Report.
So, a company must comply with both the requirements.
But after the MCA notification dated 28.08.2020, Form MGT-9 has been completely omitted, thus companies are not required to attach the extract of annual return in Form MGT-9 with Board Report, in case the web link of such annual return has been disclosed in the Board’s report in accordance
with sub-section (3) of section 92 of the Companies Act, 2013 for Financial Year 2020-21 & onwards thereof.
4. How to Give the Link of Publication of MGT-7 in Directors Report?
Under CA, 2013 section 134, Companies have to give the web address (if any) in directors report, the web address where the annual return w.r.t sub-section (3) of section 92 has been kept.
Note:-
- Preparation of Director’s report in Board Meeting conducted prior to AGM.
- Circulation of the Director’s report along with notice of AGM to the Company’s members.
- Preparation of Annual return after AGM as the company needs to show whether directors are present in AGM or not.
In such instances, a link has to be provided by the company in its Directors Report. The link where the company will publish its MGT-7 Annual return after AGM. So, the company will provide a blank link in Directors Report along with information that the annual return will be available on the link the Annual Return will be finalized by the company.
Conclusion
If one needs the ROC filing software for its company then they are welcome to the trial version of Gen CompLaw software with XBRL for all types of ROC return filing along with all the forms needed within the companies act 2013.
