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MGT Forms

This document contains forms for companies to maintain registers of members, debenture holders, other security holders, and notices related to foreign registers. Form MGT-1 is for registering members and includes members' details. Form MGT-2 is for registering debenture or other security holders and their details. Form MGT-3 provides notice for the situation, change, or discontinuation of keeping a company's foreign register.

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Naren Arora
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© © All Rights Reserved
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0% found this document useful (0 votes)
49 views

MGT Forms

This document contains forms for companies to maintain registers of members, debenture holders, other security holders, and notices related to foreign registers. Form MGT-1 is for registering members and includes members' details. Form MGT-2 is for registering debenture or other security holders and their details. Form MGT-3 provides notice for the situation, change, or discontinuation of keeping a company's foreign register.

Uploaded by

Naren Arora
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as PDF, TXT or read online on Scribd
You are on page 1/ 85

Form No.

MGT-1
Register of members
[Pursuant to section 88 (1)(a) of the Companies Act, 2013 and rule 3(1) of the Companies
(Management and Administration) Rules, 2014]

Name of the company:


Registered office address:

(TO BE MAINTAINED SEPARATELY FOR EACH CLASS OF SHARES )

Class of shares:
Nominal value per share (in Rs.):
Total shares held:
FOLIO NO.

Personal details
Name of the member:
Name of joint holders, if any:
Address/ Registered address (in case of body corporate):
E-mail Id:
CIN/ Registration No.:
Unique Identification No:
Father’s/ Mother’s/ Spouse’s name:
Status:
Occupation:
PAN No.
Nationality:
In case member is a minor,
Name of Guardian:
Date of birth of minor:
Details of membership

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Date of becoming member:
Date of declaration under section 89, if applicable:
Name and address of beneficial owner:
Date of receipt of nomination, if applicable:
Name and address of nominee:
No. of shares kept in abeyance, if applicable:
Record of lien on shares, if applicable:
Date of cessation of membership:

Instructions
Particulars of dividend mandates, power of attorney and other instructions, if any:
Instruction for sending notices etc., if any:
Details of share holding

Allotment Date of No. of Distinctive Folio of Name of the


No./ Transfer allotment/ shares numbers transferor, if transferor, if
No. transfer allotted/ (both applicable applicable
transferred inclusive)
From To

(1) (2) (3) (4) (5) (6)


Date of issue Certificate No. Lock in Amount (Rs) If shares are
or period, if issued for
endorsement any consideration
of share other than
certificate Paid / cash, brief

Payable Deemed Due particulars

to be thereof

paid

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(7) (8) (9) (10) (11)

Date of No. of shares Distinctive Folio of Name of Balance


transfer/ transferred/ numbers transferee transferee shares (after
transmission/ transmitted/ (both transfer /
forfeiture / forfeited inclusive) transmission/
redemption /redeemed forfeiture /
From To
etc etc redemption
etc)
(12) (13) (14) (15) (16) (17)

Remarks Authentication
/ signature

(18) (19)

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Form No. MGT-2
Register of debenture holders/ other securities holders
[Pursuant to section 88(1)(b) and ( c) of the Companies Act, 2013 and rule 4 of the Companies
(Management and Administration) Rules, 2014]

Name of the company:


Registered office address:
(TO BE MAINTAINED SEPARATELY FOR EACH CLASS OF DEBENTURES / OTHER
SECURITIES IN RESPECT OF EACH HOLDER)

Class of debentures / other securities:


Nominal value per unit (in Rs.):
Total no. of debentures / other securities held:
FOLIO NO.

Personal details
Name of the debenture holder/other security holder:
Name of joint holders, if any:
Address/ Registered address (in case of body corporate):
E-mail Id:
PAN/ CIN/ Registration No.:
Unique Identification No:
Father’s/ Mother’s/ Spouse’s name:
Occupation, if any:
Nationality:
In case debenture holder/other security holder is a minor:
Name of Guardian:
Date of birth of minor:
Details of holding
Date of becoming debenture holder/ other security holder:

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Date of receipt of nomination:
Name and address of nominee:
No. of debentures / securities kept in abeyance, if any:
Record of lien on debentures / securities , if any :
Date of cessation as debenture holder/ other security holder:

Details of Security
Whether repayment of the debentures / other securities is secured: Yes / No
If secured, date of registration of charge with the ROC:
Charge Identification Number allotted for the charge
Brief particulars of the assets to secure such debentures / other securities:

Instructions
Particulars of interest mandates, power of attorney and other instructions, if any:
Instruction for sending notices of class meetings, etc., if any:

Details of debentures / other securities


Allotment No./ Date of No. of Distinctive Folio of Name of the
transfer No. allotment/ debentures numbers transferor, transferor, if
transfer / other (both if applicable
securities inclusive) applicable
allotted/ From To
transferred
(1) (2) (3) (4) (5) (6)
Date of issue / Certificate No. If debentures
/ other
endorsement of Amount ( Rs.)
securities
certificate Payable Paid / Due issued for
consideration
deemed to other than
be paid cash, brief
particulars
thereof

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(7) (8) (9) (10)

Date of transfer/ No. of units Distinctive Folio of Name of the


transmission/ transferred/ numbers transferee transferee
redemption transmitted/ (both inclusive)
forfeiture of forfeited
securities /redeemed From To
(11) (12) (13) (14) (15)
Balance units Other remarks Authentication
left (after
transfer,
transmission,
redemption etc)
(16) (17) (18)

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Form No. MGT-3
Notice of situation or change of situation or discontinuation of
situation, of place where foreign register shall be kept
[Pursuant to section 88(4) of the Companies Act, 2013 and rule 7(2)
of the Companies (Management and Administration) Rules, 2014]

1. (a) CIN:
(b) GLN:

2. (a) Name of the company:


(b) Registered office address:
(c) E-mail id:

3. This notice is in respect of:


□ Situation of office where foreign register is kept
□ Change of situation of office where foreign register is
kept
□ Discontinuance of maintenance of foreign register

4. Foreign register relates to


□ Register of members
□ Register of debenture holders
□ Register of other security holders
□ Beneficial owners

Part A: Notice of situation of office where foreign register is


kept
5. Notice is hereby given that the foreign register shall be kept at:

Address Line I
Line II
City

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District
State
ISO Country Code Country
Pin Code
E-mail ID

Part B: Notice of change of situation where foreign register is


kept

6. Existing situation of the office where the foreign register is kept:

7. Purpose for changing such office:

8. Notice is hereby given that the foreign register shall be kept with
effect from……… at:

Address Line I
Line II
City
District
State
Country
Pin Code
E-mail ID

Part C: Notice of discontinuance of maintenance of foreign


register

9. Existing situation of the office where the foreign register is kept:

10. Reason for such discontinuance:

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11. Notice is hereby given that the foreign register is discontinued to
be maintained at the existing situation with effect from……….. and
all the entries in the said register is transferred to
□ Another foreign register maintained at………
□ The principal register

Date:
Place:
Signature

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Form No. MGT-4
Declaration by the registered owner of shares who does not hold
the beneficial interest in such shares
[Pursuant to section 89(1) of the Companies Act, 2013 and rule 9(1) of the
Companies (Management and Administration) Rules, 2014]

To-

Name of the company


Registered office address:

1. Particulars of the Registered owner of shares:


(i) Name :
(ii) Father’s / Mother’s / Spouse’ name:
(iii) Occupation :
(iv)Whether citizen of India Yes No
(v)Nationality
(vi)Date of Birth __________
(vii)Gender Male Female
(viii) PAN No.
(ix) Proof of Identity :
· For Indian Nationals :
(Any of the following):
Income-tax permanent account number
Voter’s identity card number
Passport number
Driving License
Unique Identification Number (UIN)
· For Foreign nationals and Non Resident Indians :
Passport
Others

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(x) Permanent Residential Address
ISO Country Code Country
Phone Mobile
Fax Email ID
(xi) Whether present residential address is same as the permanent
residential address :
Yes No
If no, present residential address
ISO Country Code Country
Phone Mobile
Fax Email ID

2. Particulars of the shares in respect of which declaration is being


made by the registered owner:
i) Class of shares:
ii) Number of shares:
iii) Distinctive numbers: From………. To………..
iv) Certificate No.:
v) Folio No.
vi) Nominal value of shares:
vii) Paid up value of shares:

3. Declaration:
In pursuance of sub-section (1) of section 89 of the Companies Act,
2013, I ………………….hereby declare that the person (s) name below
hold(s) the beneficial interest in the above mentioned shares registered
in my name in the register of members of the company:

Sl. No. Name of the Address and Date of birth/ Father’s/

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beneficial E-mail id Age Spouse’s
owner(s) name
(1) (2) (3) (4) (5)
Occupation Nationality PAN/ UIN/ Passport No. Distinctive
CIN (in case (in case of No., if
of company) foreign applicable.
national)
(6) (7) (8) (9)

4. Details of the beneficial interest:


i) Nature of the beneficial interest:
ii) Date of creation of the beneficial interest:
iii) Reasons for not registering shares in the name of the beneficial
owner(s):
iv) Particulars of the instrument/ document, if any, showing the
creation of such beneficial interest:
5. Particulars of change in beneficial interest:
i) Date of change:
ii) Nature of the change in the beneficial interest:
iii) Brief particulars of such change:
iv) Reason for such change:
v) Particulars of the instrument/ document, if any, showing the
change in such beneficial interest:
Date:
Place:
Signature of the registered owner
Enclosures:
(a) Proof of identity of the registered owner and beneficial owner
(b) Instrument/ document under which the beneficial interest is created/
transferred/ changed.

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Form No. MGT-5
Declaration by the beneficial owner who holds or acquires
beneficial interest in shares but whose name is not entered
in the register of members
[Pursuant to sub-section (2) and (3) of section 89 of the
Companies Act, 2013 and rule 9(2) of the Companies (Management
and Administration) Rules, 2014]

To-

Name of the company


Registered office address:

1. Particulars of the shares in which beneficial interest is


held by the person making declaration:
i) Class of shares:
ii) Number of shares:
iii) Distinctive numbers: From………. To………..
iv) Certificate No.:
v) Folio No.
vi) Nominal value of shares:
vii) Paid up value of shares:

2. Particulars of the beneficial owner


Sl. No. Name of the Address Date of Father’s/
beneficial and E-mail birth/ Age Mother’s

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owner(s) id Spouse’s
name
(1) (2) (3) (4) (5)
Occupation Nationality PAN/ UIN/ Passport
CIN (in No. (in
case of case of
company) foreign
national)
(6) (7) (8) (9)

3. Declaration
In pursuance of sub-section (2) of section 89 of the Companies Act
2013, I ……………………………………hereby declare that I hold / have
acquired the beneficial interest in the above mentioned shares of
the company which are registered in the name of the person
whose particulars are furnished below:

4. Particulars of the registered owner

Sl. No. Name of the Address Date of Father’s/


registered and E-mail birth/ Age Spouse’s
owner id name
(1) (2) (3) (4) (5)
Occupation Nationality PAN/ UIN/ Passport
CIN (in No. (in
case of case of
company) foreign
national)
(6) (7) (8) (9)

5. Details of the beneficial interest:

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i) Date of creation / acquisition of beneficial interest:
ii) Mode of acquisition of beneficial interest: Allotment /
Transfer / others, specify
iii) Nature of the beneficial interest:
iv) Reasons for not registering shares in my name:
v) Particulars of the instrument/ document, if any, showing
the creation of such beneficial interest:

6. Particulars of the person from whom the beneficial interest


is acquired, if applicable:

i) Name of the transferor of beneficial interest:


ii) Whether shares were registered in his name:
(If not, whether any declaration under sub-section (2) of
section 89 was filed by him to the company. If so, date of
such declaration)
iii) Particulars of the instrument/ document, if any, showing
the transfer of such beneficial interest:
7. Particulars of change in beneficial interest:
i) Date of change:
ii) Nature of the change in the beneficial interest:
iii) Brief particulars of such change:
iv) Reason for such change:
v) Particulars of the instrument/ document, if any, showing the
change in such beneficial interest:

Date:
Place:
Signature of beneficial owner

CERTIFICATE

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I hereby certify that the beneficial interest in the shares mentioned
above has been transferred by me on …………….

Signature of the person who has transferred the beneficial interest in


the shares

Date:

Place:

Enclosures:
1. Proof of identity of the registered owner and beneficial
owner;
2. Instrument/ document under which the beneficial interest
is created/ transferred/ changed.

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Form no. MGT-6
Return to the Registrar in respect of declaration under section 89
received by the company
[Pursuant to section 89(6) of the Companies Act, 2013 and rule 9 (3) of
the Companies (Management and Administration) Rules, 2014]

1. (a) CIN:
(b) GLN:

2. (a) Name of the company:


(b) Registered office address:
(c) E-mail id:

3. Particulars of beneficial interest:


S. No. Date of Date of receipt Particulars of shares in
declarations of the said respect of which beneficial
under sub- declarations interest is created

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section (1), by the Class No. of Distinctive
(2) or (3) company of shares Nos. of
of section shares shares
89
(1) (2) (3) (4) (5) (6)
Particulars of shares in Particulars of registered owner
respect of which
beneficial interest is
created
Face value Paid up Name & Address Father’s/ Date of Folio
No.
of shares value of Nationality and e- Mother’s entry
shares mail id Spouse’s in the
name register

(7) (8) (9) (10) (11) (12) (13)

Particulars of beneficial owner Date and Remarks


Name & Address Father’s/ Nature of
Nationality and e-mail Spouse’s beneficial
id name interest
(14) (15) (16) (17) (18)

Date:
Place:
Signature:

Attachments:
1. declaration under section 89 (1);
2. declaration under section 89 (2);
3. declaration under section 89 (3);
4. Optional attachments, if any.

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Form No. MGT-7
ANNUAL RETURN
As on the financial year ended on _______

of

--------------------PRIVATE LIMITED / 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:- - PREFILL

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Foreign Company Registration Number/GLN:-
Registration Date

Date Month Year

ii) Category of the Company: - [Pl. tick]

1 Public Company ( )
2 Private company ( )

iii) Sub Category of the Company:- [ Please tick whichever are


applicable]

1 Government Company ( )
2 Small Company ( )
3. One Person Company ( )
4 Subsidiary of Foreign ( )
Company
5 NBFC ( )
6 Guarantee Company ( )
7 Limited by shares ( )
8 Unlimited Company ( )
9 Company having share ( )
capital
10 Company not having share ( )
capital
11 Company Registered under ( )
Section 8

iv) Whether shares listed on recognized Stock Exchange(s) - Yes/No

If yes, details of stock exchanges where shares are listed ……

Sl No. Stock Exchange Name Code


1.
2.
3.

v) AGM details :

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Date Month Year

AGM held -Date of AGM


AGM not held - Due date of AGM

Whether extension of AGM was granted – Yes / No. ( If yes, provide


reference number , date of approval letter and the period upto which
extension granted)

If Annual General Meeting was not held, specify the reasons for not holding
the same.

vi) NAME AND REGISTERED OFFICE ADDRESS OF COMPANY:


(To be filled in manually)

Company Name :

Address
Town / City :

State : Pin Code:

Country Name : Country Code:


Telephone :
With STD Area Code Number

Fax Number :

Email Address : Website, if any:


[ Please provide valid and current email-id of the dealing officer]

Name of the Police Station having jurisdiction where the registered


office is situated

Address for correspondence, if different from address of registered


office:

(In case of foreign company, please give address of principal place of


business in India) :
Address
Town / City :

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State : Pin Code:

Telephone :
With STD Area Code Number

Fax Number :

Email Address :
[ Please provide valid and current email-id of the dealing officer ]

vii) Name and Address of Registrar & Transfer Agents ( RTA ):- Full
address and contact details to be given.

Name of Registrar & Transfer Agents:

Address
Town / City :

State : Pin Code:

Telephone :
With STD Area Code Number

Fax Number :

Email Address :
[ Please provide valid and current email-id of the dealing officer of RTA
]

II. PRINCIPAL BUSINESS ACTIVITIES OF THE


COMPANY

All the business activities contributing 10 % or more of the total


turnover of the company shall be stated:-

Sl. No. Name and NIC Code of % to total


Description of the Product/ turnover of the
main products / service company
services
1
2
3

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III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE
COMPANIES -

[ No. of Companies for which information is being filled] - □

NAME AND CIN/GLN HOLDING/ % of Applicable


S. ADDRESS OF SUBSIDIARY shares Section
N0 THE / held
COMPANY ASSOCIATE

IV. SHARE CAPITAL, DEBENTURES AND OTHER SECURITIES OF THE


COMPANY

i) SHARE CAPITAL:

a) Authorised Share Capital :

Class of Shares No. of Nominal Total Nominal


Shares value value of shares
per share [Rs.]
[Rs.]
Equity [ specify for each type ]

At the beginning of the year

Changes during the year (Increase)


1.
2.

Changes during the year ( Decrease)


1.
2.

At the end of the year

Preference [ specify for each type ]

At the beginning of the year

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Changes during the year (Increase)
1.
2.
Changes during the year ( Decrease)
1.
2.

At the end of the year

Unclassified [ specify for each type ]

At the beginning of the year

Changes during the year (Increase)


1.
2.
Changes during the year ( Decrease)
1.
2.

-At the end of the year

Total Authorized Capital at the - -


beginning of the year

Total Authorised Capital at the end of


the year - -
(Autofill)

- -

b) Issued Share Capital :

Class of Shares No. of Nominal Total Nominal


Shares value value of shares
per share [Rs.]
[Rs.]
Equity [ specify for each type ]

At the beginning of the year

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Changes during the year(Increase)
1.
2.
Changes during the year ( Decrease)
1.
2.

At the end of the year

Preference [ specify for each type ]

At the beginning of the year

Changes during the year(Increase)


1.
2.

Changes during the year (Decrease)


1.
2.

At the end of the year

Total Issued Share Capital at the - -


beginning of the year

Changes during the year(Increase)


- -
Changes during the year (Decrease)

Total Issued Share Capital at the end of - -


the year
(Autofill)

c) Subscribed Share Capital:

Class of Shares No. of Nominal Total Nominal


Shares value value of shares
per share
[Rs.] [Rs.]
Equity [specify for each type]

At the beginning of the year

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Changes during the year( increase)
1.
2.

Changes during the year ( Decrease)


1.
2.

At the end of the year

Preference [ specify for each type ]

At the beginning of the year

Changes during the year( increase)


1.
2.

Changes during the year ( Decrease)


1.
2.

At the end of the year

Total Subscribed Share Capital at the - -


beginning of the year

Changes during the year( increase)


- -
Changes during the year ( Decrease

Total Subscribed Share Capital at the - -


end of the year
(Autofill)

d)(i) Paid –up Share Capital :

Class of Shares No. of Nominal Total Paid - up


Shares value value of shares
per share
[Rs.] [Rs.]
Equity [ specify for each type ]

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At the beginning of the year

Changes during the year

1. Increase
i. Public Issue
ii. Private Placement / Preferential
Allotment
iii. ESOS
iv. Sweat Equity
v. Conversion – Pref. shares /
Debentures
vi. Conversion into equity
vii. GDR / ADR
viii. Others, please specify………….

2.Decrease

i. Buy-back
ii. Forfeiture
iii. Re-issue of forfeited shares
iv. Reduction
v. Others, please specify

At the end of the year

Preference [ specify for each type ]

At the beginning of the year

-Changes during the year


1. Increase
2. Redemption
3. Forfeiture
4. Re-issue of forfeited shares
5. Reduction
6. ………………..

At the end of the year

Total Paid-up Share Capital at the - -


beginning of the year

Changes during the year( Increase)


- -

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Changes during the year ( Decrease

Total Paid-up Share Capital at the - -


end of the year
(Autofill)

d)(ii) Details of stock split / consolidation during the year (for each class of
shares):

Class of shares Before split / After split /


consolidation Consolidation
Number of shares

Face value per share

ii) Debentures

Type of Debentures No. of Nominal Value Total Paid-up


Debentures per Debenture value of
[Rs.] Debentures
[Rs.]
i) Non-convertible ( for each
type)

At the beginning of the year

Changes during the year

1. Increase
2. Redemption
3. ………………..

At the end of the year

ii) Partly-convertible ( for each


type)

At the beginning of the year

-Changes during the year


1. Increase
2. Redemption
3. Converted
4. ………………..

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-At the end of the year

iii) Fully-convertible ( for


each type)

At the beginning of the year

-Changes during the year


1. Increase
2. Converted
3. ………………..

-At the end of the year

Total Amount of Debentures

At the beginning of the year

-Changes during the year


1. Increase
2. Redemption
3. Converted
4. ………………..

-At the end of the year


( Auto fill)

iii) Other Securities

Type of Number of Nominal Total Paid up Total Paid


Securities Securities Value Nominal Value up
of each Value of each Value
Unit ( Rs) [Rs.] Unit ( Rs) [Rs.]
1.

2.

3.
Total
Amount:-

iv) Securities Premium Account

Class of Securities on which No. of Premium Total Premium

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premium received Securities per unit
[Rs.] [Rs.]
Premium on Equity [specify for each
type ]

At the beginning of the year

Changes during the year


1. Increase
i) Public Issue
ii) Private Placement / Preferential
Allotment
iii) ESOS
iv) Conversion – Pref. shares /
Debentures
v) GDR / ADR
vi) other, please specify………….

2. Decrease
i) Utilisation for issue of bonus shares
ii) ……………………………..
iii) ………………………………

At the end of the year

Premium on Other Securities


[ specify for each type ]

At the beginning of the year

Changes during the year


1. Increase
i) Fresh issue
ii) ………………..
2. Decrease
i) Premium on redemption
ii) …………………………….
-At the end of the year

Total securities premium at the - -


Beginning of the year

Change during the year


Increase - -
Decrease

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Total securities premium at the end of - -
the year
(Autofill)

V. Turnover and net worth of the company (as defined in the Act)

(i) Turnover:

- Turnover at the end of the financial year

(ii) Net worth of the Company:

- Net worth at the end of the financial year

VI. SHARE HOLDING PATTERN (Equity Share Capital Breakup as


percentage of Total Equity)

i) Category-wise Share Holding

Category of No. of Shares held at the No. of Shares held at the %


Shareholders beginning of the year end of the year Change
during
the year
Demat Phys Tota % of Dem Phy Total % of
ical l Total at sica Total
Shar l Shar
es es
A. Promoter
s

(1) Indian

a) Individual/
HUF
b) Central
Govt
c) State Govt
(s)
d) Bodies
Corp.
e) Banks / FI
f) Any

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Other….

Sub-total
(A) (1):-

(2) Foreign

a) NRIs -
Individuals
b) Other –
Individuals
c) Bodies
Corp.
d) Banks / FI
e) Any
Other….

Sub-total
(A) (2):-

Total
shareholdin
g of
Promoter
(A) =
(A)(1)+(A)(
2)

B. Public
Shareholdin
g

1.
Institutions

a) Mutual
Funds
b) Banks / FI
c) Central
Govt
d) State
Govt(s)
e) Venture
Capital
Funds

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f) Insurance
Companies
g) FIIs
h) Foreign
Venture
Capital
Funds
i) Others
(specify)

Sub-total
(B)(1):-

2. Non-
Institutio
ns
a) Bodies
Corp.
i) Indian
ii) Overseas
b) Individuals

i) Individual
shareholders
holding
nominal share
capital upto
Rs. 1 lakh
ii) Individual
shareholders
holding
nominal share
capital in
excess of Rs 1
lakh
c) Others
(specify)

Sub-total
(B)(2):-

Total Public
Shareholding
(B)=(B)(1)+
(B)(2)
C. Shares
held by

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Custodian
for GDRs &
ADRs
Grand Total
(A+B+C)

B. Shareholding of Promoters

Sl Sharehold Shareholding at the Share holding at the end


N er’s Name beginning of the year of the year
o.
No. % of %of No. % of %of %
of total Shares of total Shares chan
Shar Shares Pledged / Shar Shares Pledged / ge in
es of the encumbe es of the encumbe share
compa red to compa red to holdi
ny total ny total ng
shares shares durin
g the
year
1
2
3
Total

C. Change in Promoters’ Shareholding ( please specify, if there is no


change)

Sl. Shareholding at the Cumulative Shareholding


No. beginning of the year during the year
No. of % of total No. of % of total shares
shares shares of shares of the company
the
company
At the
beginning of
the year
Date wise
Increase /
Decrease in
Promoters
Share
holding
during the
year
specifying

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the reasons
for increase
/ decrease
(e.g.
allotment /
transfer /
bonus/
sweat
equity etc):

At the End
of the year

D. Shareholding Pattern of top ten Shareholders (other than


Directors, Promoters and Holders of GDRs and ADRs):

Sl. Shareholding at the Cumulative Shareholding


No. beginning of the year during the year
For Each of No. of % of total No. of % of total
the Top 10 shares shares of shares shares of the
Shareholders the company
company
At the
beginning of
the year
Date wise
Increase /
Decrease in
Share holding
during the
year
specifying the
reasons for
increase /
decrease (e.g.
allotment /
transfer /
bonus / sweat
equity etc):

At the End of
the year ( or
on the date of

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separation, if
separated
during the
year)

E. Shareholding of Directors and Key Managerial Personnel:

Sl. Shareholding at the Cumulative Shareholding


No. beginning of the year during the year
For Each No. of % of total No. of % of total shares
of the shares shares of shares of the company
Directors the
and KMP company
At the
beginning of
the year
Date wise
Increase /
Decrease in
Share
holding
during the
year
specifying
the reasons
for increase
/ decrease
(e.g.
allotment /
transfer /
bonus/
sweat
equity etc):

At the End
of the year

F. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued


but not due for payment

Secured Loans Unsecured Deposits Total


excluding Loans Indebtedness

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deposits
Indebtedness at the
beginning of the financial
year

i) Principal Amount
ii) Interest due but not paid
iii) Interest accrued but not
due

Total (i+ii+iii)

Change in Indebtedness
during the financial year

· Addition
· Reduction
Net Change
Indebtedness at the
end of the financial year
i) Principal Amount
ii) Interest due but not paid
iii) Interest accrued but not
due

Total (i+ii+iii)

VII. DETAILS OF MEMBERS, DEBENTURE HOLDERS AND OTHER


SECURITIES HOLDER

1] Ledger Folio of Share /Debenture Holder/Other security holder-

Share/Debenture Holder/ Other security holder’s full Name:


Father’s/Mother’s / Spouse’s Name

Joint Holder’s Full Name

Type of Share/ 1 - Equity, 2 - Preference


Debenture/other security 3 – Debentures 4-other security

Number of Shares/ Amount per

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Debentures Held/ Share / Debenture/other
Other securities held security (in Rs.)

Date of becoming
a member / Debenture holder/other security holder:-

Address :

Town / City :

District :

State :

Country :

Pin Code :

(Information to be furnished in separate sheet or in electronic mode as


per the format)

[Following additional details to be given by Company without share


capital]

(a) Total number of members at the date of incorporation/end of


previous financial year……………..
(b) Number of persons who have become members since incorporation /
end of previous financial year……………
(c) Number of persons who have ceased to be members since
incorporation / end of previous financial year…………….
(d) Number of members as on the end of financial year…………….

VIII. Details of shares / debentures transfers since the close of last


financial year [or in the case of the first return at any time since the
incorporation of the Company.)

Date of closure of previous financial year


Date Month Year

Date of Registration of Transfer of Shares


Date Month
Year

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Type of Security 1. Equity Shares 2. Preference
Shares 3. Debentures

Number of Nominal Value (each in Rs)


shares/debenture .

Ledger Folio of Transferor:

Transferor’s Name

Ledger Folio of Transferee:

Transferee’s Name

(Information to be furnished in separate sheet or in electronic mode as


per the format)

IX. PROMOTERS/DIRECTORS / KEY MANAGERIAL PERSONNEL AND


CHANGES THEREIN

[ Designation:- P- Promoter, C – Chairman, CMD- Chairman cum


Managing Director, CW-Chairman cum Whole time Director W –Whole
Time Director, CS –Company Secretary, M –Manager, D –Director, MD –
Managing Director, CEO-Chief Executive Officer, CFO-Chief Financial
Officer]

[ Category:- I- Independent, N- Nominee, A- Alternate, ED-Executive


Director, NED- Non-Executive Director ]

1] Promoter(s): [Give total no. of Promoters - □]

Status: Company/ies:
CIN / GIN -
PREFILL
Name
Country of Incorporation
Address of Regd Office

Individual/s
Full Name
Nationality
Address

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2] Details of Directors:

i) Composition of Board of Directors

Category At the beginning of the At the end of the year


year
No of % of total No of % of total
Directors Number of Directors Number of
Directors Directors
A. Promoter
i) Executive Directors
ii) Non-Executive
Directors

Sub-total (A)
B. Non-Promoter

i) Executive
Directors
ii) Non-Executive &
Independent
Directors
iii) Non-Executive &
non-Independent
Directors

Sub-total (B)
C. Nominee Directors

i) representing
lending institutions
/ banks
ii) representing
investing
institutions
iii) representing Govt
iv) representing small
share holders
v) Others, if any……..

Sub-total (C)
Total ( A+B+C+)

ii) Details of Individual Directors

Directors: [Give total no. of Directors - ]

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DIN: - [ PREFILL]

Full Name:

Father’s/ Mother’s / Spouse’s Name

[As per DIN]

Nationality- I -Indian F-Foreign

Date of Birth
Date Month Year

Designation: Category:-

Occupation:-

Email-id:-

No. of Equity Shares held in the Company:-

Date of Appointment Date of Ceasing:


Date Month Year Date Month Year

Residential Address:

Town / City :

District :

State :

Pin Code :

Details of Directorships in other companies and changes therein

Sl. Name of CIN of the Type of Designation** Date of Date of


No. the Company Company Company * Appoint- Cessation

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ment
1
2
3

· *Listed Company-L, Unlisted Public Company-U, Private Company-P,


OPC –O
· ** C – Chairman, CMD- Chairman cum Managing Director, CW-
Chairman cum Whole time Director W –Whole Time Director, D –
Director, MD – Managing Director,
ED- Executive Director, NED – Non-Executive Director, AD- Alternate
Director

3] Key Managerial Personnel:

i) Managing Director / CEO / Manager/Whole time director

DIN/PAN / UIN/ PASSPORT NO :-

Full Name:

Father’s/ Mother’s / Spouse’s Name

[ As per DIN/PAN/UIN/PASSPORT NO. ]

Nationality- I -Indian F-Foreign


Date of Birth
Date Month Year

Designation:

Date of Appointment Date of Ceasing:


Date Month Year Date Month Year

Residential Address:

Town / City :

District :

State :

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Pin Code :

ii) Company Secretary

PAN / UIN/ PASSPORT NO :-

Full Name:

Father’s/ Mother’s / Spouse’s Name

[As per PAN/UIN/PASSPORT NO. ]

Nationality- I -Indian F-Foreign


Date of Birth
Date Month Year

Designation: Membership No.

Date of Appointment Date of Ceasing:


Date Month Year Date Month Year

Residential Address:

Town / City :

District :

State :

Pin Code :

iii) Chief Financial Officer

DIN/PAN / UIN/ PASSPORT NO :-

Full Name:

Father’s/ Mother’s / Spouse’s Name

[ As per DIN/PAN/UIN/PASSPORT NO. ]

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Nationality- I -Indian F-Foreign
Date of Birth
Date Month Year

Designation:

Date of Appointment Date of Ceasing:


Date Month Year Date Month Year

Residential Address:

Town / City :

District :

State :

Pin Code :

iv) Others, if any

PAN / UIN/ PASSPORT NO :-

Full Name:

Father’s/ Mother’s / Spouse’s Name

[As per PAN/UIN/PASSPORT NO. ]

Nationality- I -Indian F-Foreign


Date of Birth
Date Month Year

Designation:

Date of Appointment Date of Ceasing:


Date Month Year Date Month Year

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Residential Address:

Town / City :

District :

State :

Pin Code :

X. MEETINGS OF MEMBERS/CLASS OF
MEMBERS/BOARD/COMMITTEES OF THE BOARD OF DIRECTORS

A. MEMBERS/CLASS /REQUISITIONED/NCLT/COURT CONVENED


MEETINGS

Type of Date of Total Number of Attendance


meeting meeting Members entitled
to attend meeting
Number % of total
shareholding

Annual
General
Meeting [AGM]

Extra-Ordinary
General
Meeting
[EOGM]

Class Meeting

NCLT/ Court

Requisitioned

B. BOARD MEETINGS

S. No. Date of meeting Total No. of % of


Directors on the No. of Directors Attendance
Date of Meeting attended

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1
2
3

C. COMMITTEE MEETINGS

NO. OF COMMITTEES

NAME OF THE COMMITTEE:

S. No. Date of meeting Total No. of % of attendance


Members of the No. of Members
Committee attended

1
2
3

[Separate sheet to be attached for each Committee]

D. ATTENDANCE OF DIRECTORS

Sl. Name Board Meetings Committee Meetings Whether


No.of the ( Taking all attended
Director the Committee Meetings last AGM
together of which a Director is held on
a member) ....(Y/N)
No of No. of % of No. of No. of % of
Meetings Meetings attendanceMeetings Meetings attendance
Held attended Held attended
1
2
3
4

XI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL


PERSONNEL

A. Remuneration to Managing Director, Whole-time Directors and/or


Manager:

Sl. Particulars of Remuneration Name of MD/WTD/ Total


no. Manager Amount

---- --- --- ----

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1. Gross salary
(a) Salary as per provisions
contained in section 17(1)
of the Income-tax Act,
1961

(b) Value of perquisites u/s


17(2) Income-tax Act,
1961

(c) Profits in lieu of salary


under section 17(3) Income-
tax Act, 1961

2. Stock Option

3. Sweat Equity

4. Commission
- as % of profit
- others, specify…
5. Others, please specify
Total (A)
Ceiling as per the Act

B. Remuneration to other directors:

Sl. Particulars of Remuneration Name of Directors Total


no. Amount

----- ---- ---- ---


1. Independent Directors

· Fee for attending board /


committee meetings
· Commission
· Others, please specify

Total (1)

2. Other Non-Executive
Directors

· Fee for attending board /

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committee meetings
· Commission
· Others, please specify

Total (2)
Total (B)=(1+2)
Total Managerial
Remuneration
Overall Ceiling as per the Act

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN


MD/MANAGER/WTD

Sl. Particulars of Key Managerial Personnel


no. Remuneration
CEO Company CFO Total
Secretary
1.
Gross salary
(a) Salary as per
provisions
contained in
section 17(1) of
the Income-tax
Act, 1961

(b) Value of
perquisites u/s
17(2) Income-tax
Act, 1961

(c) Profits in lieu of


salary under section
17(3) Income-tax
Act, 1961

2. Stock Option

3. Sweat Equity

4. Commission
- as % of
profit
- others, specify…

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5. Others, please
specify

Total

XII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Type Section of Brief Details of Authority Appeal


the Description Penalty / [RD / NCLT made,
Companies Punishment/ / COURT] if any
Act Compounding (give
fees imposed Details)
A. COMPANY B.
Penalty

Punishment

Compounding

DIRECTORS
Penalty

Punishment

Compounding

C. OTHER OFFICERS IN DEFAULT


Penalty

Punishment

Compounding

XIII. MATTERS RELATED TO CERTIFICATION OF COMPLIANCES AND


DISCLOSURES

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A. CERTIFICATION OF COMPLIANCES

Details of events / matters in respect of which the company was liable to


file returns or comply with requisite provisions of the Companies Act and
rules made thereunder;-

Description Date Section& Due date Date of Concerned Reasons


of the Of Description for filing / Filing with
Authority for
Event The compliance SRN/ SRN/(ROC/ NCLTdelay,
/ Matter event compliance/Court) if any

B. DISCLOSURES

1. Closure of Register Date of Purpose Date of No. of Days


of Members / Closure of Public for which
Debenture Holders / Register / Notice Register of
other security Record Date Members
holders was closed

2. Declaration of Date of Percentage Dividend


Dividend Declaration Per Share
· Interim Dividend
· Final Dividend

3. Delisting of Shares / Name of Date of Remarks


Securities, if any Stock Delisting
Exchange
from where
it is delisted

4. Change in Nominal Nominal Nominal Date of


Value of Shares / Value per Value per Change
· Sub-division share share after
· Consolidation before Change
Change

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5. Particulars of inter- Name of the Aggregate Relation Remarks
corporate loans, body amount of with such
investments, etc corporate loans, body
investments corporate
During the (whether it
year is holding,
(for each subsidiary
body or
corporate) associate)

6. Contracts or Name of the Date of Date of Brief


arrangements in director / disclosure contract / particulars
which directors are related of interest arrangemen of the
interested / related party t contract /
party transactions arrangement
Brief Number of
7 Details of resolutions Particulars votes cast
passed by postal of For Against
ballot resolution

XIV. Details in respect of shares held by or on behalf of


the FII’s.

Name of Address Country Regn. No. with % of share


FII Of SEBI / RBI holding
Incorporation

XV. OTHER DISCLOSURES

(1) Corporate Social Responsibility

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(a) Amount spent by the company during the financial year in pursuance of
its Corporate Social Responsibility policy –

(b) The amount spent as percentage of the average net profits of the company
made during the three immediately preceding financial years-

(2) Limits under following sections of the Act:-

Section Brief Description Limit (Rs.)


186(2) [loan and investment by
company]
180(1)(c) [restrictions on powers of
board]

3) Disclosure of Directors-
· All the Directors have furnished notices in form 12.1 and additional
disclosures,wherever applicable, during the year;
· Each independent director has given a declaration that he meets the
criteria of independence as provided in sub-section (6) of section 149.

4] The Company has duly appointed/re-appointed -----------Chartered


Accountant as the Auditor of the Company at the annual general meeting held
on-----------------

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) The whole of the amount of unpaid/ unclaimed dividend/other


amounts as applicable have been transferred to the Investor Education
and Protection Fund in accordance with section 125 of the Act.

(c) The Company has maintained all the registers as per the provisions of
the Act and the rules made there under and

(d) Unless otherwise anything in contrary is stated expressly elsewhere in


this Return, the Company has complied with the applicable provisions
of the Act during the financial year.

(Certificates to be given by Private Companies)

(e) 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 the incorporation of the

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company, issued any invitation to the public to subscribe for any
securities of the company.

(f) Where the annual return discloses the fact that the number of
members, except in case of a 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 included in the reckoning the number of two hundred.

(g) The Company continues to be a Private Company during the financial


year.

(Certificate to be given only by One Person Company / Small


Company)

(i) The Company continues to be one person company / small company.

Signed

Director:

Company Secretary /Company Secretary in practice

Notes:-
Notes:-
1] Under Section 92(1) of the Act, the Annual Return is to be signed both by a
Director and a Company Secretary, or where there is no Company Secretary, by
a Company Secretary in practice.
2] Under proviso to Section 92(1) of the Act, the Annual Return of a One
Person Company and a Small Company shall be signed by the Company
Secretary or where there is no Company Secretary, by a director of the
company.
3] Under sub section (2) of Section 92 of the Act, the Annual Return of a listed
company or by a company having such paid-up capital and turnover as may be
prescribed shall also be certified by a company secretary in practice in the
prescribed manner.

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Form No. MGT-8
[Pursuant to section 92(2) of the Companies Act, 2013 and rule 11(2) of
Companies (Management and Administration) Rules, 2014]

CERTIFICATE BY A COMPANY SECRETARY IN PRACTICE

I/ We have examined the registers, records and books and papers of -------
----- Limited/Private Limited (the Company) as required to be maintained
under the Companies Act, 2013 (the Act) and the rules made thereunder for
the financial year ended on ----------------- , 20----. In my/ our opinion and
to the best of my information and according to the examinations carried out
by me/ us and explanations furnished to me/ us by the company, its officers
and agents, I/ we certify that:

A. the Annual Return states the facts as at the close of the aforesaid financial
year correctly and adequately.
B. during the aforesaid financial year the Company has complied with provisions
of the Act & Rules made there under in respect of:
1. its status under the Act;
2. maintenance of registers/records & making entries therein within the time
prescribed therefor;
3. filing of forms and returns as stated in the annual return, with the Registrar
of Companies, Regional Director, Central Government, the Tribunal , Court or
other authorities within/beyond the prescribed time;
4. calling/ convening/ holding meetings of Board of Directors or its
committees, if any, and the meetings of the members of the company on
due dates as stated in the annual return in respect of which meetings,
proper notices were given and the proceedings including the circular
resolutions and resolutions passed by postal ballot, if any, have been

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properly recorded in the Minute Book/registers maintained for the purpose
and the same have been signed;
5. closure of Register of Members / Security holders, as the case may be.
6. advances/loans to its directors and/or persons or firms or companies
referred in section 185 of the Act;
7. contracts/arrangements with related parties as specified in section 188 of
the Act;
8. issue or allotment or transfer or transmission or buy back of securities/
redemption of preference shares or debentures/ alteration or reduction
of share capital/ conversion of shares/ securities and issue of security
certificates in all instances;
9. keeping in abeyance the rights to dividend, rights shares and bonus shares
pending registration of transfer of shares in compliance with the
provisions of the Act
10. declaration/ payment of dividend; transfer of unpaid/ unclaimed
dividend/other amounts as applicable to the Investor Education and
Protection Fund in accordance with section 125 of the Act;
11. signing of audited financial statement as per the provisions of section
134 of the Act and report of directors is as per sub - sections (3), (4) and
(5) thereof;
12. constitution/ appointment/ re-appointments/ retirement/ filling up casual
vacancies/ disclosures of the Directors, Key Managerial Personnel and
the remuneration paid to them;
13. appointment/ reappointment/ filling up casual vacancies of auditors as
per the provisions of section 139 of the Act;
14. approvals required to be taken from the Central Government, Tribunal,
Regional Director, Registrar, Court or such other authorities under the
various provisions of the Act;
15. acceptance/ renewal/ repayment of deposits;
16. borrowings from its directors, members, public financial institutions,
banks and others and creation/ modification/ satisfaction of charges in

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that respect, wherever applicable;
17. loans and investments or guarantees given or providing of securities to
other bodies corporate or persons falling under the provisions of section
186 of the Act ;
18. alteration of the provisions of the Memorandum and/ or Articles of
Association of the Company;

Place: Signature:
Date: Name of Company Secretary in practice:
C.P. No. :

Note: The qualification, reservation or adverse remarks; if any, may be stated


at the relevant place(s).

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Form No. MGT-9
EXTRACT OF ANNUAL RETURN
as on the financial year ended on _______

[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the
Companies (Management and Administration) Rules, 2014]

I. REGISTRATION AND OTHER DETAILS:

i) CIN:-
ii) Registration Date
iii) Name of the Company
iv) Category / Sub-Category of the Company
v) Address of the Registered office and contact details
vi) Whether listed company Yes / No
vii) Name, Address and Contact details of Registrar and Transfer
Agent, if any

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10 % or more of the total


turnover of the company shall be stated:-

Sl. No. Name and NIC Code of % to total


Description of the Product/ turnover of the
main products / service company
services
1
2
3

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III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE
COMPANIES -
NAME AND CIN/GLN HOLDING/ % of Applicable
S. ADDRESS OF SUBSIDIARY shares Section
N0 THE / held
COMPANY ASSOCIATE

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as


percentage of Total Equity)

i) Category-wise Share Holding

Category of No. of Shares held at the No. of Shares held at the %


Shareholders beginning of the year end of the year Change
during
the year
Demat Phys Tota % of Dem Phy Total % of
ical l Total at sica Total
Shar l Shar
es es
A.
Promoter
s

(1) Indian

g) Individual/
HUF
h) Central
Govt
i) State Govt
(s)
j) Bodies
Corp.
k) Banks / FI
l) Any
Other….

Sub-total
(A) (1):-

(2) Foreign

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a) NRIs -
Individuals
b) Other –
Individuals
c) Bodies
Corp.
d) Banks / FI
e) Any
Other….

Sub-total
(A) (2):-

Total
shareholdin
g of
Promoter
(A) =
(A)(1)+(A)(
2)

B. Public
Shareholdin
g

1.
Institutions

a) Mutual
Funds
b) Banks / FI
c) Central
Govt
d) State
Govt(s)
e) Venture
Capital
Funds
f) Insurance
Companies
g) FIIs
h) Foreign
Venture
Capital

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Funds
i) Others
(specify)

Sub-total
(B)(1):-

2. Non-
Institutio
ns
a) Bodies
Corp.
i) Indian
ii) Overseas
b) Individuals

i) Individual
shareholders
holding
nominal share
capital upto
Rs. 1 lakh
ii) Individual
shareholders
holding
nominal share
capital in
excess of Rs 1
lakh
c) Others
(specify)

Sub-total
(B)(2):-

Total Public
Shareholding
(B)=(B)(1)+
(B)(2)
C. Shares
held by
Custodian for
GDRs & ADRs
Grand Total
(A+B+C)

(ii)Shareholding of Promoters

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Sl Sharehold Shareholding at the Share holding at the end
N er’s Name beginning of the year of the year
o.
No. % of %of No. % of %of %
of total Shares of total Shares chan
Shar Shares Pledged / Shar Shares Pledged / ge in
es of the encumbe es of the encumbe share
compa red to compa red to holdi
ny total ny total ng
shares shares durin
g the
year
1
2
3
Total

(iii) Change in Promoters’ Shareholding ( please specify, if there


is no change)

Sl. Shareholding at the Cumulative Shareholding


No. beginning of the year during the year
No. of % of total No. of % of total shares
shares shares of shares of the company
the
company
At the
beginning of
the year
Date wise
Increase /
Decrease in
Promoters
Share
holding
during the
year
specifying
the reasons
for increase
/ decrease
(e.g.
allotment /
transfer /
bonus/
sweat

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equity etc):

At the End
of the year

(iv) Shareholding Pattern of top ten Shareholders (other than


Directors, Promoters and Holders of GDRs and ADRs):

Sl. Shareholding at the Cumulative Shareholding


No. beginning of the year during the year
For Each of No. of % of total No. of % of total
the Top 10 shares shares of shares shares of the
Shareholders the company
company
At the
beginning of
the year
Date wise
Increase /
Decrease in
Share holding
during the
year
specifying the
reasons for
increase /
decrease (e.g.
allotment /
transfer /
bonus / sweat
equity etc):

At the End of
the year ( or
on the date of
separation, if
separated
during the
year)

(v) Shareholding of Directors and Key Managerial Personnel:

Sl. Shareholding at the Cumulative Shareholding

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No. beginning of the year during the year
For Each No. of % of total No. of % of total shares
of the shares shares of shares of the company
Directors the
and KMP company
At the
beginning of
the year
Date wise
Increase /
Decrease in
Share
holding
during the
year
specifying
the reasons
for increase
/ decrease
(e.g.
allotment /
transfer /
bonus/
sweat
equity etc):

At the End
of the year

V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued


but not due for payment

Secured Loans Unsecured Deposits Total


excluding Loans Indebtedness
deposits
Indebtedness at the
beginning of the financial
year

i) Principal Amount
ii) Interest due but not paid
iii) Interest accrued but not

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due

Total (i+ii+iii)

Change in Indebtedness
during the financial year

· Addition
· Reduction
Net Change
Indebtedness at the
end of the financial year
i) Principal Amount
ii) Interest due but not paid
iii) Interest accrued but not
due

Total (i+ii+iii)

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL


PERSONNEL

A. Remuneration to Managing Director, Whole-time Directors and/or


Manager:

Sl. Particulars of Remuneration Name of MD/WTD/ Total


no. Manager Amount

---- --- --- ----


1. Gross salary
(a) Salary as per provisions
contained in section 17(1)
of the Income-tax Act,
1961

(b) Value of perquisites u/s


17(2) Income-tax Act,
1961

(c) Profits in lieu of salary


under section 17(3) Income-
tax Act, 1961

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2. Stock Option

3. Sweat Equity

4. Commission
- as % of profit
- others, specify…
5. Others, please specify
Total (A)
Ceiling as per the Act

B. Remuneration to other directors:

Sl. Particulars of Remuneration Name of Directors Total


no. Amount

----- ---- ---- ---


3. Independent Directors

· Fee for attending board /


committee meetings
· Commission
· Others, please specify

Total (1)

4. Other Non-Executive
Directors

· Fee for attending board /


committee meetings
· Commission
· Others, please specify

Total (2)
Total (B)=(1+2)
Total Managerial
Remuneration
Overall Ceiling as per the Act

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN


MD/MANAGER/WTD

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Sl. Particulars of Key Managerial Personnel
no. Remuneration
CEO Company CFO Total
Secretary
1.
Gross salary
(a) Salary as per
provisions
contained in
section 17(1) of
the Income-tax
Act, 1961

(b) Value of
perquisites u/s
17(2) Income-tax
Act, 1961

(c) Profits in lieu of


salary under section
17(3) Income-tax
Act, 1961

2. Stock Option

3. Sweat Equity

4. Commission
- as % of
profit
- others, specify…
5. Others, please
specify

Total

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Type Section of Brief Details of Authority Appeal


the Description Penalty / [RD / NCLT made,
Companies Punishment/ / COURT] if any
Act Compounding (give
fees imposed Details)

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A. COMPANY K.
Penalty

Punishment

Compounding

B. DIRECTORS
Penalty

Punishment

Compounding

C. OTHER OFFICERS IN DEFAULT


Penalty

Punishment

Compounding

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Form No. MGT-10
Changes in shareholding position of promoters and top ten shareholders
[Pursuant to section 93 of the Companies Act, 2013 and rule 13 of the Companies
(Management and Administration) Rules, 2014]

1. (a) CIN:
(b) GLN:

2. (a) Name of the company:


(b) Registered office address:
(c) E-mail id:
3. Name of the stock exchange where the shares of the company are listed:
(i)
(ii)

4. Details of change in shareholding position of promoters:

Name of No. of % of Change in share No. of shares held


the shares held shareholding holding in number after the change
Promoter before the before the of shares
change change (+) Increase (-)
decrease
(1) (2) (3) (4) (5)

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% of shareholding Reason for change No. of shares Remarks
after the change pledged/
encumbered after
the change
(6) (7) (8)

5.Details of change in shareholding position of top ten share holders:

Name of No. of % of Change in share No. of shares held


the share shares held shareholding holding in number after the change
holders before the before the of shares
change change (+) Increase (-)
decrease
(1) (2) (3) (4) (5)

% of shareholding Reason for change No. of shares Remarks


after the change pledged/
encumbered after
the change
(6) (7) (8)

Signature

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Date :
Place:

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Form No. MGT-11
Proxy form
[Pursuant to section 105(6) of the Companies Act, 2013 and rule 19(3)
of the Companies (Management and Administration) Rules, 2014]
CIN:
Name of the company:
Registered office:

Name of the member (s):


Registered address:
E-mail Id:
Folio No/ Client Id:
DP ID:

I/We, being the member (s) of …………. shares of the above named
company, hereby appoint

1. Name: ……………………
Address:
E-mail Id:
Signature:……………., or failing him

2. Name: ……………………
Address:
E-mail Id:
Signature:……………., or failing him

3. Name: ……………………
Address:
E-mail Id:
Signature:…………….

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as my/our proxy to attend and vote (on a poll) for me/us and on my/our
behalf at the …………..Annual general meeting/ Extraordinary general
meeting of the company, to be held on the …… day of……. At………. a.m. /
p.m. at………………(place) and at any adjournment thereof in respect of
such resolutions as are indicated below:

Resolution No.
1………………………………….
2…………………………………
3……………………………….

Signed this…… day of……… 20….

Affix
Revenue
Signature of shareholder Stamp

Signature of Proxy holder(s)

Note: This form of proxy in order to be effective should be duly


completed and deposited at the Registered Office of the
Company, not less than 48 hours before the commencement of
the Meeting.

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Form No. MGT-12

Polling Paper
[Pursuant to section 109(5) of the Companies Act, 2013 and rule 21(1)(c) of
the Companies (Management and Administration) Rules, 2014]

Name of the Company:

Registered office:

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BALLOT PAPER

S Particulars Details
No
1. Name of the First Named
Shareholder (In block letters)
2. Postal address

3. Registered folio No. / *Client ID


No. (*Applicable to investors
holding shares in dematerialized
form)

4. Class of Share

I hereby exercise my vote in respect of Ordinary/ Special resolution


enumerated below by recording my assent or dissent to the said resolution in
the following manner:
No. of I assent to the I dissent from
shares held resolution the resolution
No Item No.
by me
1.

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Place:

Date: (Signature of the shareholder)

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FORM No. MGT-13

Report of Scrutinizer(s)

[Pursuant to rule section 109 of the Companies Act, 2013 and rule 21(2)
of the Companies (Management and Administration) Rules, 2014]

To,
__________________________
Chairman
______________ Annual / Extraordinary General Meeting of the Equity
Shareholders of ___________ Limited
Held on ______________ at _________________

Dear Sir,

I/We, ____________________________, *and


___________________________, appointed as Scrutinizer(s) for the
purpose of the poll taken on the below mentioned resolution(s), at the
___________ meeting of the Equity Shareholders of
______________Limited, held on _______________ at
________________, submit our report as under:

1. After the time fixed for closing of the poll by the Chairman,
________ ballot boxes kept for polling were locked in my/our
presence with due identification marks placed by me/us.

2. The locked ballot boxes were subsequently opened in my/our


presence and poll papers were diligently scrutinized. The poll
papers were reconciled with the records maintained by the
Company / Registrar and Transfer Agents of the Company and the
authorizations / proxies lodged with the Company.

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3. The poll papers, which were incomplete and/or which were
otherwise found defective have been treated as invalid and kept
separately.

OR

I/We did not find any poll papers invalid.

* Not applicable if there is only one scrutinizer appointed.

4. The result of the Poll is as under:

(a) Resolution _______ -


________________________________________

(Reproduce Item No. and heading of the Resolution)

(i) Voted in favour of the resolution:

Number of members Number of % of total


present and voting votes cast by number of

(in person or by proxy) them valid votes


cast

(ii) Voted against the resolution:

Number of members Number of % of total


present and voting votes cast by number of

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(in person or by proxy) them valid votes
cast

(iii) Invalid votes :

Total number of members Total number of votes

(in person or by proxy) cast by them

whose votes were declared


invalid

(c) Resolution _______ -


________________________________________

(Reproduce Item No. and heading of the Resolution)

(i) Voted in favour of the resolution:

Number of members Number of % of total


present and voting votes cast by number of

(in person or by them valid votes


cast
proxy)

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(ii) Voted against the resolution:

Number of members Number of % of total


present and voting votes cast by number of

(in person or by proxy) them valid votes


cast

(iii) Invalid votes :

Total number of members Total number of votes


cast by them
(in person or by proxy)

whose votes were declared


invalid

---------------------------- (Enumerate depending on the number of


resolutions for which poll is taken)

5. A Compact Disc (CD) containing a list of equity shareholders who


voted “FOR”, “AGAINST” and those whose votes were declared
invalid for each resolution is enclosed.

6. The poll papers and all other relevant records were sealed and
handed over to the Company Secretary / Director authorized by
the Board for safe keeping.

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Thanking you,

Yours faithfully,

Place:
Dated:
Name/s and Signature/s of the Scrutinizer/s

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FORM NO. Filing of Resolutions
and agreements to
MGT.14 the Registrar
[Pursuant to section 94(1), 117(1)

Form language o English o Hindi


Refer the instruction kit for filing the form.

1.(a)*Corporate identity number (CIN) of company Pre-fill


(b) Global location number (GLN) of company

2.(a) Name of the company


(b) Address of the
registered office
of the company

(c)*e-mail ID of the company

3. *Registration of Resolution(s) Agreement Postal ballot resolution(s) under Section 110


Proposed resolution under section 94(1)

4. Date of dispatch of notice for passing of

(a) Resolution(s) (DD/MM/YYYY)

(b) Postal ballot resolution(s) (DD/MM/YYYY)

5. Date of passing of

(a) Resolution(s) (DD/MM/YYYY)

(b) Postal ballot resolution(s) (DD/MM/YYYY)

6. Number of resolution(s) for which the form is being filed

Details of the resolution


I.
(a) (i) Section of the Companies Act, 2013 under which passed
(ii) Section of the Companies Act, 1956 under which passed
(b) Purpose of passing the resolution

If others, mention the section and purpose

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(c) Subject matter of the resolution

(d) Mention whether resolution passed by postal ballot o Yes o No


(e) Indicate the authority passing or agreeing to the resolution
o Board of directors o Shareholders o Class of shareholders o Creditors
(f) Whether ordinary or special resolution or with requisite majority
o Ordinary resolution o Special resolution o Requisite majority

7. (a) In case of alteration in object clause, whether there is any change in the industrial activity of the company
o Yes o No
(b) If yes, provide the main division of new industrial activity of the company
Description of the main division

8. In case of voluntary winding up under section 304, provide the following details
(a) Mode of winding up o Members’ o Creditors’
(b) Date of commencement of winding up (DD/MM/YYYY)
(c) Number of liquidators

Details of liquidator(s)
I.
Income-tax permanent account number (Income-tax PAN)

Name

Address
Line I

Line II
City

State
Country

Pin Code

9. Details of agreement
(a) Date of agreement (DD/MM/YYYY)

(b) (i) Section of the Companies Act, 2013 under which entered
(ii) Section of the Companies Act, 1956 under which entered
(c) Purpose of entering into the agreement

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If others, mention the section and purpose

(d) Subject matter of the agreement

(e) Indicate the authority adopting the agreement


o Board of directors o Shareholders o Class of shareholders o Creditors

10. Service request number(SRN) of Form INC.28


11. Total number of members as on the date of filing

Attachments List of Attachments


1. Copy(s) of resolution(s) along with copy of
explanatory statement under section 102 Attach
2. Altered memorandum of association Attach
3. Altered articles of association 5. Optional attachment(s) - if any
Attach
4. Copy of agreement Attach
5. Optional attachment(s) - if any
Attach

Remove Attachment

Declaration
I am authorized by the Board of Directors of the Company vide resolution number Dated
(DD/MM/YYYY) to sign this form and declare that all the requirements of Companies Act, 2013
and the rules made thereunder 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. It is also certified that
copy of the resolution(s) or agreement(s) filed herewith is or are a true copy(s) of the original.
3. Any application, writ petition or suit had not been filed regarding the matter in respect of which this
petition/application has been made, before any court of law or any other authority or any other Bench or the
Board and not any such application, writ petition or suit is pending before any of them.

*To be digitally signed by DSC Box

*Designation
Name of liquidator

*Director identification number of the director; or Income-tax

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PAN of the liquidator; DIN or Income-tax PAN of manager or
CEO or CFO; or membership number of Company secretary;

Note: Attention is also drawn to provisions of Section 448 and 449 which provide for
punishment for false statement and punishment for false evidence respectively

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