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The annual return, filed by a listed company or, by a company having such paid-up capital of Rs.10 Crores or more OR turnover of Rs.50 Crores or more shall be certified by a PCS in Form No. MGT-8 stating that the annual return discloses the facts correctly and adequately and that the company has complied with all the provisions of this Act.

The annual return, filed by a listed company or a company having paid-up share capital of ten crore rupees or more or turnover of fifty crore rupees or more, shall be certified by a Company Secretary in practice and the certificate shall be in Form No. MGT.8.

Hello Priya, This is the answer of your query. > **Certification of Annual Return** As per section 92(2) of the Companies Act, 2013 read with rule 11(2) of the Companies (Management and Administration) Rules, 2014, the Annual Return of some companies shall be certified by a PCS in Form MGT-8. The Companies which are required to get certificate in Form MGT-8 are as follows:- **• Every listed company • Company having a paid up share capital of Rs. 10crore or more • Company having turnover of Rs. 50 Crores or more** > **Purpose of form** 1. PCS has to certify the AR prepared in MGT 7 by way of separate certificate in form MGT 8 2. Stating that the annual return discloses the facts relating to a company correctly and adequately 3. That the company has complied with ALL the provisions of the Companies Act > **Penalty for wrong certification by PCS** Fine which shall not be less than **Rs. 50,000** but which may extend to **Rs. 5 lac**.