Form GNL-3: Complete Guide to Particulars of Person(s) Charged as Officer in Default
Form GNL-3 is the web form filed with the Registrar of Companies to record the particulars of person(s) charged with the responsibility of complying with the provisions of the Companies Act, 2013, for the purpose of sub-clause (iii) or (iv) of clause 60 of Section 2 (definition of ‘officer who is in default’). It is governed by Section 2(60) of the Companies Act, 2013 read with Rule 12(3) of the Companies (Registration Offices and Fees) Rules, 2014.
Withdrawal too: GNL-3 is also used to file the withdrawal of consent of a person previously charged as an officer in default.
Who Should File GNL-3 / When is it Filed
Where a company intends to charge a specific person with responsibility for complying with the Companies Act, 2013, it must file GNL-3 — provided that person has given written consent to the Board. The same form is used to record withdrawal of that consent.
Important Checkpoints Before Filing
- Applicant must be registered on the MCA portal, and the company must have a valid, approved CIN
- DSC must be registered on the MCA portal against the DIN/DPIN/PAN/Membership number provided
- No other GNL-3 should be pending approval against the same company
- The officer(s) in default being appointed, revoked, or withdrawn via GNL-3 must have a valid, non-expired/non-revoked DSC and an approved DIN/DPIN or valid PAN, as applicable
- PAN entered must be valid and must match the individual’s name, date of birth, and father’s name in the PAN database
Step-by-Step Filing Process
- Login to MCA portal → MCA Services → E-Filing → Company Forms Download
- Navigate to the header “Appointment / Change related filings”
- Access “Particulars of person(s) charged for the purpose of sub clause (iii) or (iv) of clause 60 of section 2 (GNL-3)”
- Enter/search/select CIN
- Fill up the application
- Optionally save as draft
- Submit the webform and note the SRN
- Affix DSC
- Upload the DSC-affixed PDF on MCA portal
- Pay Fees (within the standard upload/payment windows)
- Receive acknowledgement
Mandatory Attachments
| Attachment | Mandatory? |
|---|---|
| Copy of Board resolution | Mandatory |
| Optional attachments (up to 5) | Optional |
- Format: PDF or JPG; each attachment up to 2 MB
Signing Requirements
- Digitally signed by an authorised signatory with an approved DIN/PAN/Membership number
Fee Structure
Normal Fee — Companies with Share Capital
| Nominal Share Capital (INR) | Fee (INR) |
|---|---|
| Less than 1,00,000 | 200 |
| 1,00,000 to 4,99,999 | 300 |
| 5,00,000 to 24,99,999 | 400 |
| 25,00,000 to 99,99,999 | 500 |
| 1,00,00,000 or more | 600 |
Companies without share capital: ₹200
Additional (Delay) Fee
Event date: date of the Board resolution; time limit for filing: 30 days.
| Period of Delay | Additional Fee |
|---|---|
| Up to 30 days | 2× normal fee |
| More than 30 up to 60 days | 4× normal fee |
| More than 60 up to 90 days | 6× normal fee |
| More than 90 up to 180 days | 10× normal fee |
| More than 180 days | 12× normal fee |
Processing Mode
Form GNL-3 is processed in STP mode — taken on record electronically without further processing. There is no provision for resubmission.
Useful Links
Frequently Asked Questions (FAQs)
Q1. What is the purpose of GNL-3? To record which specific person(s) the company has charged with responsibility for complying with the Companies Act, 2013 (or to withdraw that charge).
Q2. Is the consent of the charged person required? Yes — the person must give written consent to the Board before being charged via GNL-3.
Q3. What is the time limit for filing GNL-3? Within 30 days of the Board resolution.
Q4. Is GNL-3 processed automatically? Yes, it is processed in STP mode with no resubmission facility.
Q5. Can GNL-3 be filed twice for the same company simultaneously? No — no other GNL-3 should be pending approval against the same company at the time of filing.
Disclaimer
This article is based on the official Instruction Kit for Form GNL-3 published by the Ministry of Corporate Affairs (MCA), Government of India. While every effort has been made to ensure accuracy, the content is intended for general guidance purposes only. MCA forms, rules, and fee structures are subject to change through amendments to the Companies Act, 2013 or notifications issued thereunder.
In case of any inconsistency or doubt, readers are advised to refer to the official MCA forms download page and resources available on the MCA website.