The Ministry of Corporate Affairs (MCA) has issued an important compliance reminder for companies filing their annual return in Form MGT-7 or Form MGT-7A. This requirement has been introduced to strengthen the verification of a company’s registered office details and ensure better transparency in corporate records.
1. Applicability
This compliance applies to all companies that are required to file Form MGT-7 (annual return for most companies) or Form MGT-7A (simplified annual return for small companies and OPCs).
2. New Requirement
As part of the annual return filing process, companies must now attach a recent photograph of their registered office premises while submitting the form.
3. Mandatory Contents of the Photograph
The photograph should:
- Clearly display the external view of the building where the registered office is situated.
- Show the company’s name board/signage prominently, ensuring the name is visible and legible.
- Comply with the specifications prescribed under Section 12(3)(a) of the Companies Act, 2013.
4. Legal Basis – Section 12(3)(a), Companies Act, 2013
According to this section, every company must:
- Paint or affix its name and address of its registered office in a conspicuous position and in legible letters, in both English and the vernacular language used in the locality.
- Ensure the signage is continuously displayed and not obstructed.
The MCA’s latest instruction essentially links this existing legal requirement to the annual return filing process, ensuring compliance is visually verified.
5. Purpose of the Update
The MCA’s directive aims to:
- Prevent misuse of addresses and shell company setups.
- Maintain accurate corporate records in the MCA database.
- Facilitate easier verification by stakeholders, government authorities, and auditors.
- Strengthen corporate governance and compliance culture.
6. Practical Steps for Companies
Before filing Form MGT-7 or MGT-7A:
- Prepare the Signage:
Ensure the nameplate/signboard at the registered office:- Is in English and local language.
- Displays the full registered name of the company.
- Is fixed in a visible location.
- Take a Clear Photograph:
- Stand far enough to capture the entire front view of the premises and signage.
- Ensure good lighting and legible text.
- Avoid obstructions like parked vehicles or temporary boards covering the signage.
- Attach in the Form:
Upload the photograph in the specified section of Form MGT-7/MGT-7A before submission.
7. Penalties for Non-Compliance
If a company:
- Fails to display its registered office name as required under Section 12(3)(a),
- Or submits the annual return without attaching the required photograph,
it may face penalties under the Companies Act, 2013, including fines for both the company and its officers in default.
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