# Section 77 — Duty to Register Charges with ROC

## The Core Duty

It is the duty of every company creating a charge (within or outside India, on its property or assets, whether tangible or otherwise) to register the particulars of the charge with the Registrar of Companies (ROC).

## What Must Be Filed

Signed by both the company AND the charge-holder.
Along with the instrument creating the charge.
In the prescribed form with the prescribed fees.

## Form to be Used

Type of Charge	Form
Charge other than debentures	CHG-1
Charge for debentures	CHG-9

## Time Limit for Registration (Post Amendment)

The total time available depends on whether the charge was created before or after 02.11.2018. For charges created on or after 02.11.2018:

```

30 days +30 days +60 days

[Creation] ──→ [Normal fees] ──→ [Ad valorem fees]

│

Total = 120 days

```

Within 30 days of creation → Normal fees.
31st to 60th day → Additional (advalorem) fees on application in CHG-1/CHG-9.
61st to 120th day → Further ad valorem fees + application for extension in Form CHG-1(s).

## Issuance of Certificate of Registration (CoR)

On satisfaction that the particulars are correct, the ROC issues a Certificate of Registration of Charge in Form CHG-2 (CHG-3 for modification). This certificate is conclusive evidence that the requirements of registration have been complied with.

## Consequence of Non-Registration

Effect on Charge	Effect on Money Owed
The charge shall not be taken into account by the liquidator or any other creditor.	Nothing shall affect the company's obligation to repay the money secured.

The charge becomes void against the liquidator and other creditors — but the debt itself remains enforceable.

## Exclusions (Charges NOT requiring registration — Rule)

Charges created in trust outside India.
Charge on tangible asset, intangible asset, or financial asset (as specifically excluded by rules).

Worked example

### Example 1

Example 1: PQR Ltd. creates a charge on its plant on 1st April 2026. It files Form CHG-1 with ROC on 25th April 2026 → within 30 days, normal fees are payable; the ROC will issue Certificate of Registration in CHG-2.

### Example 2

Example 2: Same as above, but PQR files CHG-1 on 20th May 2026 (50th day). Registration is still allowed but additional/ad valorem fees apply.

### Example 3

Example 3: PQR did not file till 100th day. It can still register up to 120 days from creation by applying in CHG-1(s) with ad valorem fees. After 120 days, registration under Sec. 77 is not possible — relief must be sought from the Central Government under Sec. 87.

⚠️ Common exam mistakes

Believing failure to register makes the loan itself void — only the security (charge) is void against the liquidator; the debt remains payable.
Forgetting that the instrument must be signed by both company and charge-holder.
Mixing up form numbers: CHG-1 is for charges other than debentures; CHG-9 is for debentures.
Assuming 120 days is available for all charges — the extended 120-day window applies to charges created on/after 02.11.2018.

Bare-Act text Section 77 · Companies Act, 2013 · click to expand

It shall be the duty of every company creating a charge within or outside India, on its property or assets or any of its undertakings, whether tangible or otherwise, and situated in or outside India, to register the particulars of the charge signed by the company and the charge-holder together with the instruments, if any, creating such charge in such form, on payment of such fees and in such manner as may be prescribed, with the Registrar within thirty days of its creation.

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Section 77 — Duty of Company to Register Charges

Worked example

⚠️ Common exam mistakes