Imagine a company decides to change its Articles of Association or approve an important business decision. The decision is made, but the company may also need to inform the government about it. This is where Form MGT-14 comes in. It helps companies officially report certain important decisions to the Registrar of Companies (ROC), as required by law.
Need help with company compliance? Connect with Startup Movers for ROC filings, company registration, annual compliance and expert guidance to keep your business documentation in order.
Form MGT-14 is an electronic form that companies use to submit certain resolutions and agreements to the Registrar of Companies (ROC).
Imagine a company decides to change its Memorandum of Association (MOA) or Articles of Association (AOA). Some such decisions must be officially reported to the government. Form MGT-14 helps the company record these decisions with the ROC.
This form comes under Section 117 of the Companies Act, 2013, and Rule 24 of the Companies (Management and Administration) Rules, 2014.
However, not every decision taken by a company needs to be filed through Form MGT-14. The requirement depends on the type of resolution or agreement and the applicable legal rules.
The main purpose of Form MGT-14 is to inform the ROC about important company decisions that must be filed under the law.
Its key purposes include:
A company must file Form MGT-14 when it passes a resolution or enters into an agreement that is required to be reported to the ROC.
The form is generally relevant to:
The company is responsible for filing the form. An authorised person, such as a director or company secretary, may complete and digitally sign it as permitted by the form's requirements. A practising professional may also need to certify it where required.
Form MGT-14 is required for certain company decisions, including:
Important: A private limited company is not automatically exempt from all MGT-14 filings. It may still need to file special resolutions and other resolutions for which filing is required.
The general due date for filing Form MGT-14 is within 30 days of passing the relevant resolution or making the agreement.
For example:if a company passes a resolution on 1 October 2026, it should generally file Form MGT-14 by 31 October 2026, within 30 days of passing the resolution.
Companies should check the exact event date and file the form within the prescribed period to avoid additional fees and penalties.
The documents required depend on the type of resolution or agreement being filed. Common documents include:
|
Document |
Purpose |
|
Certified copy of the resolution |
Provides an official record of the decision. |
|
Explanatory statement, where applicable |
Explains the matter placed before the shareholders. |
|
Copy of the agreement, where applicable |
Provides details of the agreement being filed. |
|
Supporting documents, where required |
Supports the specific resolution or filing purpose. |
The company should check the current MCA form requirements before filing, as the required attachments may vary depending on the matter being reported.
Companies can file Form MGT-14 through the Ministry of Corporate Affairs (MCA) portal. Follow these steps:
Step 1: Pass the resolution: Hold the required Board or shareholders' meeting, or complete the applicable process for passing the resolution. Record the decision properly.
Step 2: Prepare the documents: Prepare the certified copy of the resolution, explanatory statement and other supporting documents required for the filing.
Step 3: Open the MCA portal and access Form MGT-14: Visit the official MCA website, open the company e-filing services, and access Form MGT-14. Enter the correct company details, resolution information, and date.
Step 4: Attach the documents: Upload the required documents in the prescribed format. Check that the attachments are clear and match the information entered in the form.
Step 5: Digitally sign and submit: The authorised signatory must digitally sign the form using a valid Digital Signature Certificate (DSC), as required. Complete any professional certification required by the form.
Step 6: Pay the filing fee: Pay the applicable government fee and any additional fee, if applicable.
Step 7: Save the acknowledgement: After successful submission, save the Service Request Number (SRN) and payment challan for future reference. Check the filing status and any further communication from the MCA or ROC.
The normal government filing fee for Form MGT-14 generally depends on the company's nominal share capital. For a company without share capital, a separate fee applies.
The commonly listed fee structure is:
|
Nominal share capital |
Normal filing fee |
|
Less than ₹1,00,000 |
₹200 |
|
₹1,00,000 to ₹4,99,999 |
₹300 |
|
₹5,00,000 to ₹24,99,999 |
₹400 |
|
₹25,00,000 to ₹99,99,999 |
₹500 |
|
₹1 crore or more |
₹600 |
|
Company without share capital |
₹200 |
The amount payable should be confirmed on the MCA portal at the time of filing because the applicable rules and fee schedules may change.
If a company files Form MGT-14 after the due date, an additional filing fee may apply. Under the standard additional-fee schedule, the fee increases according to the period of delay.
|
Filing delay |
Additional fee multiplier |
|
Up to 30 days late |
2 times the normal fee |
|
More than 30 days and up to 60 days late |
4 times the normal fee |
|
More than 60 days and up to 90 days late |
6 times the normal fee |
|
More than 90 days and up to 180 days late |
10 times the normal fee |
|
More than 180 days late |
12 times the normal fee |
The applicable fee may depend on the current MCA rules and the type of filing. The portal calculates the amount payable based on the filing details.
In addition to the extra filing fee, failure to comply with Section 117 may attract a separate statutory penalty for the company and officers in default. Paying an additional filing fee does not automatically remove the risk of a statutory penalty.
If a company does not file Form MGT-14 within the required period, it may face:
Form MGT-14 is an important ROC compliance form for companies in India. It is used to report certain resolutions and agreements to the Registrar of Companies under the Companies Act, 2013. Companies should check whether a particular decision requires filing, prepare the correct documents and generally submit the form within 30 days of the relevant event. The normal government fee depends on the company's nominal share capital, while late filing may lead to additional fees and statutory penalties. Filing on time helps companies maintain proper records and meet their legal responsibilities.
Need help with company compliance? Connect with Startup Movers for ROC filings, company registration, annual compliance and expert guidance to keep your business documentation in order.
Disclaimer: This content is published for informational and educational purposes only and should not be considered legal, tax, financial, or professional advice. Please consult a qualified professional before making any financial or business decisions. Startup Movers shall not be liable for any loss or damage arising from reliance on this content.
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