Corporate and Other Laws · Registration of Charges

Registration of Charges under Section 77 of the Companies Act

Updated 4 October 2026 · Fact-checked

Section 77 makes it the duty of every company creating a charge on its property or assets to register its particulars with the Registrar within 30 days of creation. The Registrar may allow 60 days, and a further 60 days on ad valorem fees. On registration, a certificate is issued. Without it, the charge is ignored by the liquidator and other creditors.

Understand Registration of Charges under Section 77

A charge is security given by a company over its property or assets to secure a loan. Lenders take charges. Other creditors and the public cannot see them unless they are recorded somewhere. That is why the Act asks for registration with the Registrar.

Section 77(1) puts the duty on the company. It applies to a charge created within or outside India, on property or assets or any undertaking, tangible or otherwise, situated in or outside India. The company must file the particulars of the charge, signed by the company and the charge-holder, together with the instruments creating the charge, in the prescribed form and with the prescribed fees. Filing is in electronic form. The particulars are filed in the prescribed form (CHG-1 for ordinary charges). The Act text itself only says 'prescribed form', so check your study material for form details, including forms for special cases such as debentures.

The basic time limit is 30 days from creation. If the company misses it, the Registrar may allow registration on an application by the company, on payment of additional fees. For charges created on or after the commencement of the Companies (Amendment) Act, 2019, this extra window is 60 days from creation. If that too is missed, the Registrar may allow a further 60 days on payment of ad valorem fees. The 300-day figure applied only to charges created before that Amendment commenced, so it is mostly historical.

Once registered, the Registrar issues a certificate of registration under section 77(2) to the company and to the person in whose favour the charge is created. Section 77(3) gives the consequence: despite any other law, a charge is not taken into account by the liquidator (under this Act or the Insolvency and Bankruptcy Code, 2016) or any other creditor unless it is duly registered and the certificate is given. Section 77(4) adds that the contract or obligation to repay the money secured is not affected. The loan is still due. Only the security is weakened.

Key rules to remember

Duty to register: Company creating a charge → file particulars + instrument with Registrar within 30 days of creation; Applies to charges within or outside India, on property or assets or undertaking, tangible or otherwise, in or outside India. Particulars are signed by company and charge-holder.
Extended time (charges created on or after the 2019 Amendment): Day 1–30: normal. Day 31–60: on Registrar's allowance, additional fees. Day 61–120: further 60 days, on application, ad valorem fees; Further 60 days is allowed by the Registrar on application after payment of ad valorem fees as prescribed.
Older charges: Charges created before commencement of the Companies (Amendment) Act, 2019: up to 300 days from creation; This is the first proviso clause (a). Do not apply it to new charges.
Certificate of registration: Registered under s.77(1) → Registrar issues certificate to company and charge-holder (s.77(2)); Certificate is needed along with registration for the charge to be recognised.
Effect of non-registration: Unregistered charge → not taken into account by liquidator or any other creditor (s.77(3)); repayment obligation survives (s.77(4)); Section 77(4) preserves the contract or obligation to repay the money secured. Only the charge is affected.
Subsequent registration: Late registration does not prejudice rights acquired in the property before the charge is actually registered; Third proviso to s.77(1).
Condonation: Central Government may condone delay in filing a document with the Registrar, for reasons recorded in writing (s.460); A residual power for delay beyond the time the Registrar can allow.
Application by charge-holder (s.78): If company fails to register, the person in whose favour the charge is created may apply to the Registrar; Registrar decides within 14 days after giving notice to the company; The charge-holder may recover the fees he paid from the company.

How to solve Registration of Charges under Section 77 questions

Use this order for any question on registration of a charge. It follows the provision-facts-conclusion format that earns marks.

1Identify the date of creation of the charge and the date of filing, and count the days between them.
2Check the creation date against the 2019 Amendment. For charges created on or after its commencement, use 30, 60 and a further 60 days. Use 300 days only if the question clearly places creation before the Amendment.
3State the rule: section 77(1) places the duty on the company to register particulars with the Registrar within thirty days of creation.
4Place the delay in the right band: within 30 days, within 60 days (Registrar's allowance with additional fees), within a further 60 days (ad valorem fees), or beyond.
5Mention the other routes. Whenever the company fails to register within the period specified in section 77, the charge-holder may apply to the Registrar under section 78; the Registrar decides within 14 days after giving notice to the company, unless the company registers the charge itself or shows sufficient cause. Separately, the Central Government can condone delay in filing a document under section 460, for reasons recorded in writing.
6State the effect: unregistered charge is not taken into account by the liquidator or other creditors (s.77(3)), but the obligation to repay continues (s.77(4)).
7Write the conclusion in one line that answers the exact question asked, such as whether the charge is valid against the liquidator or what the company should do.

Quickest way: Day-count bands for MCQs and short answers

When to use it: Use for MCQs and short written answers that give you two dates and ask whether registration is possible or what happens.

Count days from creation to filing. Ignore the date of the loan agreement unless the charge was created on that date.
Match the count: up to 30 normal, up to 60 allowed with additional fees, up to 120 allowed on further application with ad valorem fees.
In MCQs, eliminate options that say the charge becomes void or the loan becomes repayable. Section 77(4) preserves the repayment obligation.
Eliminate options that say the charge-holder has no remedy. Section 78 gives the charge-holder a route.
In written answers, use three short lines: Provision, Facts with day count, Conclusion. Put the section number on each line so the examiner sees it.

Common mistakes in Registration of Charges under Section 77

Applying the 300-day limit to every charge
Older notes and past papers used 300 days, and it sticks in memory.
Fix: For charges created on or after the commencement of the Companies (Amendment) Act, 2019, use 30 days, then 60 days, then a further 60 days. Use 300 days only for older charges.
Saying the charge-holder must register the charge
The lender benefits most, so students assume the duty is the lender's.
Fix: Section 77(1) puts the duty on the company. The charge-holder may apply under section 78 only if the company fails.
Saying non-registration makes the loan itself void
Students mix up the security with the debt.
Fix: Section 77(4) says repayment obligations are not prejudiced. Only the charge is not taken into account by the liquidator or other creditors.
Forgetting that late registration does not defeat rights already acquired
The third proviso is short and often skipped.
Fix: Remember that subsequent registration does not prejudice any right acquired in the property before the charge is actually registered.
Treating the certificate as optional
Students think filing the form is enough.
Fix: Section 77(3) needs both due registration and a certificate of registration given by the Registrar under section 77(2).
Mixing up the 30-day period for registration with the 30-day period for reporting satisfaction
Both use 30 days.
Fix: Section 77 covers creation. Section 82 covers payment or satisfaction in full, also 30 days, with a 300-day extension available on application.

Worked examples

Example 1

Alpha Ltd. created a charge on its factory building on 1 June 2026 in favour of a bank. It filed the particulars with the Registrar on 20 July 2026. Advise whether the charge can be registered and on what terms.

Show the solution

Provision: under section 77(1), the company must register particulars of the charge within thirty days of creation. The Registrar may allow registration within sixty days for charges created on or after the commencement of the Companies (Amendment) Act, 2019, on payment of additional fees.
Facts: creation on 1 June 2026. Days left in June after 1 June: 29. Add July 20: 29 + 20 = 49 days.
49 days is beyond 30 and within 60.
Conclusion: the Registrar may allow registration on an application by the company, on payment of the additional fees prescribed. After registration, the Registrar issues a certificate under section 77(2).

Answer: The filing is 49 days after creation. It is beyond 30 days but within 60 days, so the Registrar may allow registration on the company's application with additional fees, and then issue the certificate of registration.

Example 2

Beta Ltd. created a charge on 10 January 2027 in favour of a lender but did not register it. The company is now being wound up. The lender claims priority as a secured creditor. Examine the position.

Show the solution

Provision: section 77(3) says that, notwithstanding any other law, no charge created by a company is taken into account by the liquidator, appointed under the Act or the Insolvency and Bankruptcy Code, 2016, or any other creditor unless it is duly registered under section 77(1) and a certificate of registration is given under section 77(2).
Facts: the charge was never registered, so there is no certificate.
Section 77(4) says that nothing in section 77(3) prejudices any contract or obligation for repayment of the money secured by the charge.
Remedy: if the lender can still apply, section 78 lets the charge-holder apply to the Registrar for registration. The Registrar may allow it within 14 days after giving notice to the company. The third proviso to section 77(1) says later registration does not prejudice rights acquired before registration.
Conclusion: the liquidator need not take the charge into account, so the lender cannot claim priority on the strength of it. The lender's right to be repaid remains.

Answer: The unregistered charge will not be taken into account by the liquidator or other creditors, so the lender cannot claim priority as a secured creditor on that charge. The debt itself remains payable under section 77(4), and the lender may apply to the Registrar under section 78 if registration is still possible.

Exam tips

Always write the creation date and count the days. Examiners reward the day count.
Quote the sub-section: 77(1) duty, 77(2) certificate, 77(3) effect, 77(4) repayment saved.
RTP and MTP questions often ask who can apply when the company fails. Answer with section 78: the charge-holder may apply whenever the company fails to register within the section 77 period, the Registrar decides within 14 days after notice to the company, and the charge-holder can recover the fees he paid from the company.
For delay in filing a document with the Registrar, add section 460: the Central Government may condone delay for reasons recorded in writing.
MCQs carry no negative marking. Attempt all and use the day bands to eliminate options.

Practice questions from Registration of Charges

Registration of Charges under Section 77 in other exams

The same ground in other exams, if you are preparing for more than one or want another angle on it.

Registration of Charges under Section 77: frequently asked questions

What is the time limit for registering a charge under section 77?

Thirty days from creation of the charge. For charges created on or after the commencement of the Companies (Amendment) Act, 2019, the Registrar may allow registration within sixty days with additional fees. On a further application, the Registrar may allow another sixty days on payment of ad valorem fees.

Is the 300-day period still relevant?

It applies to charges created before the commencement of the Companies (Amendment) Act, 2019. For newer charges, use the 30, 60 and further 60 day bands. Section 82 also has a 300-day period, but that is for intimation of satisfaction of a charge.

Who must file Form CHG-1?

The company creating the charge has the duty. The particulars are signed by the company and the charge-holder and filed with the instrument creating the charge. If the company fails, the charge-holder may apply under section 78.

What happens if a charge is not registered?

Under section 77(3), the liquidator and other creditors need not take the charge into account unless it is duly registered and a certificate is issued. The obligation to repay the secured money is not affected under section 77(4).