Difference Between AOC-4 and MGT-7 in Annual Filing

Difference Between AOC and MGT-7 in Annual Filing

Annual filing under the Companies Act, 2013 is a mandatory requirement for all companies registered in India. Among the many compliance forms, two of the most significant are AOC-4 and MGT-7.
At first glance, both may look similar because they are part of the annual filing cycle, but they serve distinct purposes. AOC-4 focuses on financial reporting, while MGT-7 captures corporate governance details.

In this blog, we will understand the difference between AOC-4 and MGT-7, their due dates, penalties, and why they are important.

1. Legal Provisions

  • AOC-4 – Governed by Section 137 of the Companies Act, 2013 and Rule 12 of the Companies (Accounts) Rules, 2014.
  • MGT-7 – Governed by Section 92 of the Companies Act, 2013 and Rule 11 of the Companies (Management and Administration) Rules, 2014.

2. Purpose of Filing

  • AOC-4: To submit audited financial statements and related reports of the company. It highlights the financial performance and position of the company during a financial year.
  • MGT-7: To submit the annual return, which includes details of the company’s shareholding, directors, and corporate governance matters.

3. Applicability

  • AOC-4: Applicable to all companies including Private Limited, Public Limited, One Person Company (OPC), and Section 8 Companies.
  • MGT-7: Applicable to all companies, but for Small Companies and OPCs, a simplified version called MGT-7A is used.

4. Due Dates

  • AOC-4: Must be filed within 30 days from the conclusion of the AGM.
  • If AGM not held – within 30 days from the date the AGM should have been held.
  • For OPCs – within 180 days from the end of the financial year.
  • MGT-7: Must be filed within 60 days from the conclusion of the AGM.
  • If AGM not held – within 60 days from the date the AGM should have been held.

5. Filing Authority & Certification

  • AOC-4:

Filed by the Director of the company.

Certification required:

  • For small companies and OPCs – Digital signature of a director is sufficient.
  • For other companies (non-small companies) -It must be certified by a Practicing Professional (CA/CS/CMA).

MGT-7:

Requires the digital signature of a director/company secretary.

Certification required:

  • For listed companies and other non-small companies – Mandatory certification by a Practicing Company Secretary (PCS).
  • For small companies and OPCs – Certification is not required.

6. Key Information Contained

  • AOC-4 (Financial Details):
  • Balance Sheet as at the end of the financial year
  • Profit & Loss Account
  • Cash Flow Statement (if applicable)
  • Notes to Financial Statements
  • Statement of Change in Equity
  • Auditor’s Report & Directors’ Report
  • CSR (Corporate Social Responsibility) details (if applicable)

MGT-7 (Non-Financial/Corporate Details):

  • Registered office, principal business activities, and holding/subsidiary/associate companies
  • Shareholding pattern (promoters, public, institutional, etc.)
  • Details of shares, debentures, and other securities issued during the year
  • Indebtedness of the company
  • List of directors and key managerial personnel (KMP)
  • Details of meetings held (Board/AGM/EGM)
  • Certification by Company Secretary (if required)

7. Penalty for Non-Compliance of AOC-4 (Filing of Financial Statements) – Section 137

₹100 per day for each day the default continues.

8. Penalty for Non-Compliance of MGT-7 / MGT-7A (Filing of Annual Return) -Section 92

Further ₹100 per day for each day the default continues.

The Companies (Accounts) Second Amendment Rules, 2025, effective from 14 July 2025, streamlined filing requirements for AOC-4 and related forms but did not alter the penalty amounts. Thus, timely filing remains critical to avoid heavy fines.

8. Filing Process

AOC-4:

  • Prepare financial statements and have them audited.
  • Conduct the AGM and get approval of financials.
  • File AOC-4 electronically on MCA portal with digital signatures and attachments (Auditor’s Report, Balance Sheet, etc.).

MGT-7:

  • Compile data related to shareholding, directors, and meetings.
  • Ensure accuracy with records maintained in registers.
  • File MGT-7 electronically on MCA portal within due date.

9. Practical Example

  • Suppose a company named XYZ Pvt Ltd holds its AGM on 30th September 2025:
  • AOC-4 – Must be filed on or before 29th October 2025.
  • MGT-7 – Must be filed on or before 29th November 2025.
  • This shows that AOC-4 is always filed before MGT-7 in the compliance cycle.

Key Difference Between AOC-4 and MGT-7

ParticularsAOC-4MGT-7
PurposeFiling of audited financial statementsFiling of annual return
Relevant SectionSection 137Section 92
ApplicabilityAll companies registered under Companies ActAll companies (except OPC & Small Companies which file MGT-7A)
Due DateWithin 30 days from AGMWithin 60 days from AGM
Focus AreaFinancial performance & accountsShareholding, management, and compliance structure
CertificationBy Director/Practicing Professional (in certain cases)Certification by Company Secretary in practice (mandatory for listed/large companies/non small cos)

Importance of Timely Filing AOC-4 and MGT-7

Timely filing of both these forms ensures that the company remains legally compliant and avoids heavy penalties. Non-filing may also lead to the disqualification of directors and even prosecution in extreme cases.

  • AOC-4 helps stakeholders analyze the financial health of the company.
  • MGT-7 provides transparency about the ownership and management structure.

Conclusion

Both AOC-4 and MGT-7 are equally important forms in the annual compliance calendar of a company. While AOC-4 deals with financial transparency, MGT-7 ensures governance transparency.

Filing these forms within due dates not only prevents heavy penalties but also reflects a company’s commitment towards good corporate governance and regulatory compliance.

Frequently Asked Questions (FAQs)

1. What is the difference between AOC-4 and MGT-7?

AOC-4 is used to file the audited financial statements of a company, while MGT-7 is used to file the annual return, which includes shareholding, directors, and company structure details.

2. Who is required to file AOC-4?

All companies registered under the Companies Act, 2013, including Private Limited, Public Limited, One Person Company (OPC), and Section 8 Companies, are required to file AOC-4.

3. Who is required to file MGT-7?

Every company needs to file MGT-7. However, Small Companies and OPCs file a simplified version called MGT-7A.

4. What is the due date for filing AOC-4 and MGT-7?

  • AOC-4 – Within 30 days from the date of AGM.
  • MGT-7 – Within 60 days from the date of AGM.

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