Clarification regarding filing of AOC-4, MGT-7/MGT-7A and updating subsidiary status
Navneet Rathal
An Indian company ceased to be a subsidiary of a foreign company during the financial year 2024–25 pursuant to a transfer of shares. In such a case, whether the Indian company is eligible to avail the benefits of a “Small Company”, including:
preparing a Small Company Board Report,
selecting the “Small Company – Yes” option in the e-Board Report, and
filing MGT-7A (instead of MGT-7) after filing e-form AOC-4.
Whether there is any requirement to file Form CRF for updating the Master Data of the Company, as the MCA portal is still showing the sub-category as “Subsidiary of Company Incorporated Outside India.”
If required, what is the correct process to update the same?
I request guidance on the appropriate compliance steps in the above situation.
Thanks & Regards,
CS Navneet Rathal
Rathal & Associates, Company Secretaries
Address: Office No. 104, 1st Floor, Patil Plaza, A-Wing, Mitra Mandal Chowk, Parvati, Pune, 411009, Maharashtra, India.
Contact No.: +91 9166263177, 9928763177
Email: csnavneet...@gmail.com
Navneet Rathal
Thanks & Regards,
CS Navneet Rathal
Rathal & Associates, Company Secretaries
Address: Office No. 104, 1st Floor, Patil Plaza, A-Wing, Mitra Mandal Chowk, Parvati, Pune, 411009, Maharashtra, India.
Contact No.: +91 9166263177, 9928763177
Email: csnavneet...@gmail.com
Gopal Rathnam
SUGGESTION
Yes, the Indian company is eligible for Small Company benefits for FY 2024–25 if it meets paid-up share capital (≤ ₹10 crore) and turnover (≤ ₹100 crore) thresholds as of December 1, 2025 amendments, and is no longer a subsidiary of the foreign company by financial year-end, as exclusions apply based on status at that point rather than throughout the year.
The company can prepare a Small Company Board Report and select “Small Company – Yes” in e-Board Report (AOC-4), then file MGT-7A instead of MGT-7, provided it satisfies quantitative criteria and private company status (excluding holding/subsidiary of any company).
Share transfer ceasing subsidiary status during FY 2024–25 qualifies it, as classification aligns with year-end position post-amendments.
File Change Request Form (CRF) on MCA V3 portal to correct "Subsidiary of Company Incorporated Outside India" subcategory, as this updates master data like company type when standard forms (e.g., PAS-3 for share transfer) do not reflect changes.