(Not applicable to unlisted public companies or private companies.)
## The Report Requirement
Every listed public company shall prepare a report on each AGM including:
Confirmation that the meeting was convened, held and conducted as per the Act and Rules made thereunder
## Filing Requirement
Particular
Detail
Form
MGT-15
Filed with
Registrar of Companies (ROC)
Timeline
Within 30 days of conclusion of AGM
## Contents of the Report
The report shall contain:
1. Adjournment — whether meeting was adjourned
2. Business transacted
3. Other matters of significance
4. Compliance with the Act and the Rules
5. Details — Day, Date, Hour, Venue
6. Number of members attending
7. Chairman of the meeting
8. Quorum
## Signing of the Report
The report must be signed and dated by the Chairman of the meeting, OR in case of his inability, by 2 directors (one of whom shall be the Managing Director, if any) and the Company Secretary.
## Penalty for Default (Sec 121(3))
Person
Penalty
Company
Rs. 1,00,000 + Rs. 500 per day of continuing default (max Rs. 5,00,000)
Every officer in default
Rs. 25,000 + Rs. 500 per day of continuing default (max Rs. 1,00,000)
Worked example
### Example 1
Example: XYZ Pvt Ltd holds its AGM on 30th September 2026. Must it file Form MGT-15 with the ROC?
Solution: No. Sec 121 applies ONLY to listed public companies. A private company is not required to file Form MGT-15.
### Example 2
Example: ABC Ltd (a listed public company) holds its AGM on 30th September 2026. It files Form MGT-15 on 15th November 2026 (46 days). What is the consequence?
Solution: Filing is late by 16 days beyond the 30-day deadline (due date: 30th October 2026). Under Sec 121(3), company is liable to Rs. 1,00,000 + Rs. 500 per day of continuing default. Officers in default are liable to Rs. 25,000 + Rs. 500 per day.
⚠️ Common exam mistakes
Applying Sec 121 to private/unlisted public companies — it is exclusively for LISTED public companies.
Confusing the form — it is MGT-15 (Report on AGM), not MGT-14 (filing of resolutions) or MGT-7 (annual return).
Forgetting that the 30-day period runs from CONCLUSION of AGM, not from start.
Missing the daily continuing default penalty in addition to the fixed amount.
Bare-Act text Section 121 · Companies Act, 2013 · click to expand
Sec 121(1): Every listed public company shall prepare in the prescribed manner a report on each annual general meeting including the confirmation to the effect that the meeting was convened, held and conducted as per the provisions of this Act and the rules made thereunder. Sec 121(2): The company shall file with the Registrar a copy of the report referred to in sub-section (1) within thirty days of the conclusion of the annual general meeting with such fees as may be prescribed, or with such additional fees as may be prescribed. Sec 121(3): If the company fails to file the report under sub-section (2) before the expiry of the period specified therein, such company shall be liable to a penalty of one lakh rupees and in case of continuing failure, with further penalty of five hundred rupees for each day after the first during which such failure continues, subject to a maximum of five lakh rupees and every officer of the company who is in default shall be liable to a penalty which shall not be less than twenty-five thousand rupees and in case of continuing failure, with further penalty of five hundred rupees for each day after the first during which such failure continues, subject to a maximum of one lakh rupees.