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How to Change Main Object Clause Of MOA of Private Limited Company (7 Steps)

object clause

If a Private Limited company wish to undertake any object (New Business Activity) which is not mentioned in its MOA, and the company wants to start up a new business which is not as per it’s MOA then, it should make a change in its main object by Following the procedure mentioned below

object clause

Step by Step Procedure for Change in Object Clause of MOA of Company

Time Requierd 25 days

Hold Board Meeting and send Notice for Extra Ordinary General Meeting for change in Object Clause

Object Change

The first step for change in object clause of the MOA of the company is to hold Board meeting of the Company, in the board meeting main agenda should be to hold an Extra-Ordinary General Meeting of the Company.

Hold Extra-Ordinary General Meeting on the specified date for the change in Object Clause

object clasue

Now hold the extra Ordinary general meeting of the Company, in this regard do necessary legal and procedural requirement at venue of general meeting

 
Pass Resolution by taking approval of Shareholders for change in Object Clause

How to Change Main Object Clause Of MOA of Private Limited Company (7 Steps) 1

Now start the proceedings of general meeting and pass required resolution for change in main object of the company, resolution is required to be passed by requisite approval of shareholders of company

Get true certified copies of all the documents and resolutions in respect to change in Object Clause

object change

Once all the approval of shareholders are received , any director of company or authorized person will prepare necessary documents , like certified copies of all the documents and resolution , Following documents certified copies is mandatory required to be arranged :
1. Altered MOA of the Company
2. Resolution passed at EGM of the Company

File MGT-14 with all the Resolutions and Altered MOA

How to Change Main Object Clause Of MOA of Private Limited Company (7 Steps) 2

Once the above requirements are complete in all respect, Company is required to file E Form MGT-14 to Registrar of Companies with payment of fee.

Approval of E form MGT-14 for Change in Object of the Company

approval of MGT-14

Once e Form MGT-14 is filed with ROC , the ROC will check and verify the correctness of the Form and will if deems fit approve or send back the e form

Certificate of Registration for Change in Object Clause of the Company

Certificate for Object Change

Once the E form MGT-14 is approved by ROC , the Company will receive the email in this regard along with Certificate.

Once all the above is completed, complete all the required certificate and altered MOA in single set as new set of MOA of the Company.

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Issue of Share Certificate in Private Limited Company: A Step-by-Step Tutorial

In this Article we will discuss A Step-by-Step Tutorial on Issue of Share Certificate in Private Limited Company, Issuing share certificates in a private limited company is an important procedure as it serves as proof of share ownership for shareholders. This document outlines the steps necessary to issue share certificates.

Step 1: Authorization from the Board of Directors

Before issuing any share certificates, the company must hold a board meeting to authorize the issuance of shares. The board resolution should include the number of shares to be issued, to whom, and at what price.

Step 2: Receive Payment for Shares

The company should ensure that the payment for the shares has been received as per the terms agreed upon. The payment should be in accordance with the price per share fixed by the company.

Step 3: Preparation of Share Certificates

Prepare the share certificates using the company’s standard format. According to the Companies Act, the certificate should include:

  • The company name and registration number
  • The name of the shareholder
  • The number of shares held and the share certificate number
  • The amount paid on those shares

Ensure that each certificate is signed by two directors or by a director and a company secretary, if appointed.

Step 4: Make Entries in the Register of Members

The company must enter the details of the issued shares in the Register of Members. The details should include the name of the shareholder, the number of shares, the date of issue, and the certificate number.

Step 5: Stamp Duty

Ensure that share certificates are stamped to comply with the stamp duty regulations applicable in your jurisdiction. This step usually involves paying the required duty and having the share certificate stamped by the appropriate authority.

Step 6: Issue the Share Certificates

Once the share certificate is duly stamped and signed, it should be issued to the shareholder within two months of the allotment of shares or the date of the transfer, as stipulated by the Companies Act.

Step 7: Report the Issuance of Share Certificates

The issuance of share certificates must be reported to the Registrar of Companies within a prescribed period, usually through the filing of specific forms that detail the allotment of shares.

Step 8: Update the Register of Allotments

Finally, the company must update its Register of Allotments with details similar to what is mentioned in the Register of Members. This register keeps track of all allotments made by the company since its incorporation.

Conclusion

Issuing share certificates is a legal requirement that must be accurately completed to ensure compliance with regulatory requirements. Always refer to the latest provisions of the Companies Act in your jurisdiction to ensure compliance with all legal formalities.

Remember that this guide is a general overview and might require alterations based on location-specific laws governing private limited companies and their share issuance procedures. It is advisable to consult a legal expert or a company secretary /chartered accountant for company-specific compliance.

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Form MGT-7A: Simplified Annual Return Filing for OPCs and Small Companies

In India, compliance with the Companies Act, 2013, is a critical responsibility for all registered companies. The Ministry of Corporate Affairs (MCA) mandates the filing of annual returns to ensure transparency and accountability in corporate governance. To ease the compliance burden on smaller entities, the MCA introduced Form MGT-7A, a simplified version of the annual return form tailored for One Person Companies (OPCs) and small companies. This blog post provides a comprehensive overview of Form MGT-7A, its applicability, key features, filing process, due dates, and penalties for non-compliance, written from the perspective of a Company Secretary in India.

What is Form MGT-7A?

Form MGT-7A is an abridged annual return form introduced under the Companies (Management and Administration) Amendment Rules, 2021, effective from the financial year 2020-21. It is designed specifically for One Person Companies (OPCs) and small companies, as defined under Section 2(85) of the Companies Act, 2013. Unlike the more comprehensive Form MGT-7, which is mandatory for other companies, Form MGT-7A requires fewer details, making compliance simpler and less resource-intensive for smaller entities.

Definition of a Small Company

As per Section 2(85) of the Companies Act, 2013, a small company is a company (other than a public company) that meets the following criteria:

  • Paid-up share capital: Not exceeding ₹2 crore (or a higher amount as specified, up to ₹10 crore).
  • Turnover: Not exceeding ₹40 crore (or a higher amount as specified, up to ₹100 crore).

However, a company is not considered a small company if it is:

  • A holding or subsidiary company.
  • A company registered under Section 8 (non-profit organizations).
  • A company governed by a special act.

OPCs, by their nature, are single-member companies and are also eligible to file Form MGT-7A.

Key Features of Form MGT-7A

Form MGT-7A is designed to reduce the compliance burden on OPCs and small companies by requiring less detailed information compared to Form MGT-7. The key features include:

  1. Simplified Format: Unlike Form MGT-7, which requires extensive details about directors, key managerial personnel (KMP), and remuneration, Form MGT-7A focuses on essential information, making it easier to complete.
  2. No Mandatory Company Secretary Certification: For OPCs and small companies, Form MGT-7A does not require certification by a practicing Company Secretary. It can be signed using the Digital Signature Certificate (DSC) of a director.
  3. Key Information Required: The form captures the following details as of the close of the financial year:
    • Registered office details, Corporate Identification Number (CIN), Permanent Account Number (PAN), and principal business activities.
    • Particulars of associate companies (including joint ventures).
    • Details of shares, debentures, and other securities, along with the shareholding pattern.
    • Details of members, promoters, and debenture-holders, including changes since the previous financial year.
    • Details of meetings of members (for small companies), the board, and its committees, along with attendance records.
    • Details of penalties or punishments imposed on the company, its directors, or officers, and any appeals made.
    • Certification of compliances and disclosures as prescribed.
  4. Exemptions from Certain Disclosures: Unlike Form MGT-7, Form MGT-7A does not require details such as:
    • Composition of the board of directors or KMP.
    • Remuneration details of directors or KMP.
    • Detailed shareholder information (now submitted via an Excel template as of recent updates).
  5. Recent Updates (Effective July 14, 2025): The MCA has introduced changes to Form MGT-7A under the Companies (Management and Administration) Amendment Rules, 2025. These include:
    • Submission of shareholder and debenture-holder lists via a standardized Excel template.
    • A new section for gender-wise shareholder data.
    • A mandatory photograph of the registered office showing the external building and company name, as per Section 12 requirements.
    • Integration of Form MGT-8 fields for applicable companies, eliminating separate PDF uploads.

Applicability of Form MGT-7A

Form MGT-7A is mandatory for:

  • One Person Companies (OPCs): Single-member companies incorporated under the Companies Act, 2013.
  • Small Companies: Companies meeting the paid-up capital and turnover criteria mentioned above.

All other companies, including private limited companies, public companies, and listed companies, must file Form MGT-7. Additionally, listed companies or companies with a paid-up share capital of ₹10 crore or more or a turnover of ₹50 crore or more must have their Form MGT-7 certified by a practicing Company Secretary in Form MGT-8.

Filing Process for Form MGT-7A

Filing Form MGT-7A is a straightforward process that can be completed electronically via the MCA portal. Below are the steps to file Form MGT-7A:

  1. Download the Form: Access Form MGT-7A from the MCA portal under the “Annual Filing e-Forms” category.
  2. Fill in the Details: Provide the required information, including:
    • Company registration details (CIN, PAN, registered office address).
    • Principal business activities.
    • Details of shares, debentures, and shareholding patterns.
    • Details of meetings, penalties, and compliance certifications.
    • For FY 2024-25 onwards, upload shareholder and debenture-holder details via the prescribed Excel template and attach a photograph of the registered office.
  3. Attach Required Documents: The following documents must be attached:
    • List of shareholders and debenture-holders (via Excel template).
    • List of directors.
    • Approval letter for any extension of the Annual General Meeting (AGM), if applicable.
    • Optional attachments, as needed.
  4. Digital Signature: The form must be digitally signed by a director of the company using a valid DSC and Director Identification Number (DIN). No Company Secretary certification is required unless specified for certain cases.
  5. Pre-Scrutiny Check: Use the “Pre-Scrutiny” button on the MCA portal to validate the form for technical errors. Rectify any issues before proceeding.
  6. Upload and Pay Fees: Log in to the MCA portal, upload the validated form under the “Upload e-Forms” section, and pay the prescribed filing fee. The fee varies based on the company’s nominal share capital:
    • Less than ₹1 lakh: ₹200
    • ₹1 lakh to ₹5 lakh: ₹300
    • ₹5 lakh to ₹25 lakh: ₹400
    • ₹25 lakh to ₹1 crore: ₹500
    • Above ₹1 crore: ₹600
  7. SRN Generation: Upon successful submission, a Service Request Number (SRN) is generated for tracking purposes. A challan detailing the fee payment is also issued.
  8. Acknowledgment: After processing by the Registrar of Companies (ROC), an acknowledgment is sent to the company’s official email address.

Due Dates for Filing Form MGT-7A

  • For Small Companies: Form MGT-7A must be filed within 60 days from the date of the Annual General Meeting (AGM). The AGM must be held on or before September 30 following the close of the financial year (March 31). Thus, the due date is typically November 29 each year.
  • For OPCs: The due date is within 60 days from the expiry of 180 days from the close of the financial year. For example, for the financial year ending March 31, 2025, the 180-day period ends on September 27, 2025, making the filing due by November 26, 2025.

If the AGM is not held, the form must be filed within 60 days from the date the AGM should have been held.

Penalties for Non-Compliance

Non-compliance with the filing of Form MGT-7A attracts significant penalties under the Companies Act, 2013. Since 2018, the penalty for delayed filing has been set at ₹100 per day of default, with no upper limit. This applies to both the company and its officers in default. Additionally, failure to file may lead to:

  • Adverse impact on the company’s compliance record.
  • Difficulty in obtaining approvals or engaging in certain business activities.
  • Potential disqualification of directors under Section 164(2) of the Companies Act, 2013.

To avoid hefty penalties, OPCs and small companies must ensure timely and accurate filing of Form MGT-7A.

Recent Amendments (Effective July 14, 2025)

The MCA’s notification dated May 30, 2025, introduced key changes to Form MGT-7A to enhance filing accuracy and transparency:

  • Excel Template for Shareholder Data: Shareholder and debenture-holder details must now be submitted via a standardized Excel template, similar to PAS-3 filings, ensuring uniformity and ease of processing.
  • Gender-Wise Shareholder Data: A new section requires companies to provide gender-wise shareholder information, promoting demographic transparency.
  • Registered Office Photograph: Companies must attach a photograph of the registered office showing the external building and company name, aligning with Section 12 requirements.
  • Integration of Form MGT-8: For applicable companies, Form MGT-8 fields are now integrated into Form MGT-7A, eliminating the need for separate PDF uploads.
  • Support for CIRP/Liquidation: Companies undergoing Corporate Insolvency Resolution Process (CIRP) or liquidation can now file Form MGT-7A directly via the MCA V3 portal.

These updates, effective for filings related to the financial year ending March 31, 2025, aim to streamline compliance and improve data accuracy.

Importance of Form MGT-7A

Form MGT-7A serves as a critical tool for maintaining transparency and accountability in OPCs and small companies. It provides stakeholders, including shareholders, creditors, and potential investors, with essential information about the company’s operations, governance, and financial health. Key benefits include:

  • Regulatory Compliance: Ensures adherence to the Companies Act, 2013, and MCA regulations.
  • Transparency: Provides a snapshot of the company’s non-financial health, ownership structure, and management.
  • Ease of Compliance: The simplified format reduces the administrative burden on small companies and OPCs.
  • Stakeholder Confidence: Accurate and timely filing enhances trust among investors, regulators, and other stakeholders.

Practical Tips for Company Secretaries

As a Company Secretary, ensuring seamless compliance with Form MGT-7A requires careful planning and attention to detail. Here are some practical tips:

  1. Verify Eligibility: Confirm that the company qualifies as an OPC or small company based on the latest paid-up capital and turnover thresholds.
  2. Use the MCA Help Kit: Leverage the MGT-7A help kit on the MCA portal for guidance on filling out the form accurately.
  3. Prepare Documents in Advance: Compile all required documents, including shareholder lists and registered office photographs, before initiating the filing process.
  4. Check for Updates: Stay informed about MCA notifications, such as the recent amendments effective July 14, 2025, to ensure compliance with the latest requirements.
  5. Engage Professionals: While Form MGT-7A does not require Company Secretary certification, engaging a practicing Company Secretary or chartered accountant can ensure error-free filing, especially for companies with complex structures.
  6. Track Deadlines: Use compliance calendars to monitor AGM and filing deadlines to avoid penalties.

Conclusion

Form MGT-7A is a game-changer for OPCs and small companies, offering a simplified and cost-effective way to meet annual return filing requirements under the Companies Act, 2013. By reducing the compliance burden and focusing on essential information, it allows smaller entities to prioritize their core business operations while maintaining transparency and accountability. As a Company Secretary, staying updated on MCA amendments, such as those effective from July 14, 2025, and ensuring timely and accurate filing of Form MGT-7A is crucial for fostering good corporate governance and avoiding penalties. For seamless compliance, consider leveraging professional services or MCA resources to navigate the filing process with confidence.

For further assistance or queries on Form MGT-7A filing, feel free to contact a practicing Company Secretary or visit the MCA portal at www.mca.gov.in.