Company Law and Practice · Charges
Modification and Satisfaction of Charges under Companies Act, 2013
Updated 11 October 2026 · Fact-checked
A charge must be kept current with the Registrar. Modifications and charges on acquired property are registered as under section 77 (section 79). When the debt is paid, the company reports satisfaction within 30 days (section 82). The Registrar can also record satisfaction on evidence (section 83). Errors can be rectified by the Central Government (section 87).
Understand Modification, Satisfaction and Related Filings
A charge is security over a company's property or assets for a debt. Section 77 requires the company to register the particulars of a charge with the Registrar within thirty days of creation. The story does not end there. The charge can change, it can be paid off, and the company can buy property that already carries a charge. The Act has a rule for each event.
Modification and acquired property (section 79). The registration rules of section 77 apply, so far as may be, to two cases. The first is a company acquiring any property subject to a charge. The second is any modification in the terms or conditions, or the extent or operation, of a registered charge. So you file particulars with the Registrar within the section 77 time limits, with the prescribed fees and form. Do not invent a separate timeline for these cases.
Satisfaction (section 82). When the secured debt is paid in full, the company must give intimation to the Registrar in the prescribed form within thirty days of payment or satisfaction. The Registrar may, on application by the company or the charge holder, allow the intimation within three hundred days on payment of additional fees. The Registrar then sends a notice to the charge holder to show cause within a time not exceeding fourteen days. If no cause is shown, the Registrar orders a memorandum of satisfaction to be entered in the register of charges and informs the company. No notice is needed if the intimation is in the specified form and signed by the charge holder. If cause is shown, the Registrar records a note to that effect in the register and informs the company.
Other routes. Under section 83, the Registrar may enter a memorandum of satisfaction, in whole or in part, or of release of part of the property, on evidence to his satisfaction, even if the company gave no intimation. He must inform the affected parties within thirty days of making the entry. Under section 87, the Central Government may extend the time for intimation of satisfaction, or direct rectification of an omission or misstatement, if it was accidental, due to inadvertence or other sufficient cause, or not prejudicial to creditors or shareholders.
Section 78 deals with late registration. If the company fails to register a charge within the section 77 period, the person in whose favour the charge is created may apply to the Registrar. This is a separate remedy, available without prejudice to the company's liability for any offence. Section 85 requires the company to keep a register of charges at its registered office, and section 398 allows filings to be required in electronic form.
Key rules to remember
- Modification or acquired property (s. 79)
- Section 77 applies, so far as may be, to (a) property acquired subject to a charge and (b) modification of a registered charge
- Use the section 77 timeline, form and fee approach. Do not cite a separate period.
- Intimation of satisfaction (s. 82(1))
- Intimation to Registrar within 30 days of payment or satisfaction in full
- Registrar may allow up to 300 days on application of company or charge holder, with additional fees.
- Registrar's notice to charge holder (s. 82(2))
- Show cause within time not exceeding 14 days
- Notice not needed if the intimation is in the specified form and signed by the charge holder.
- If cause is shown (s. 82(3))
- Registrar records a note in the register of charges and informs the company
- Without cause, a memorandum of satisfaction is entered.
- Satisfaction without company's intimation (s. 83)
- Registrar may enter memorandum of satisfaction or release on evidence; inform affected parties within 30 days of the entry
- Covers whole or part satisfaction and release of part of the property.
- Rectification (s. 87)
- Central Government may extend time or rectify omission or misstatement on application of company or interested person
- Requires accident, inadvertence, other sufficient cause, or no prejudice to creditors or shareholders.
- Application by charge holder (s. 78)
- Where company fails to register within the s. 77 period, the person in whose favour the charge is created may apply to the Registrar
- Registrar acts within 14 days after giving notice to the company; the applicant can recover fees from the company.
How to solve Modification, Satisfaction and Related Filings questions
Most questions give a short fact pattern about a charge. Identify the event first, then apply the section that governs it.
- 1Identify the event: modification, acquisition of charged property, payment of the debt, late registration, or an error in the record.
- 2Name the section: s. 79 for modification or acquired property, s. 82 for satisfaction by company, s. 83 for Registrar acting on evidence, s. 87 for rectification, s. 78 for late registration by the charge holder.
- 3State the time limit from the text: 30 days for intimation of satisfaction, extendable to 300 days by the Registrar on application with additional fees.
- 4Apply the facts: compute the days from the date of payment, not from the date of the loan or the charge.
- 5Describe what the Registrar does next: notice to the charge holder, 14 days to show cause, then a memorandum of satisfaction or a note.
- 6If the time has been missed, name the remedy: Registrar's extension, or the Central Government under s. 87 for inadvertence.
- 7Write a clear conclusion in one line.
Quickest way: Event-to-section matching
When to use it: Use it for short-answer and case-based questions when time is tight.
- Underline the event word in the question: modified, acquired, paid, released, omitted.
- Match: modified or acquired means s. 79; paid means s. 82; Registrar acts himself means s. 83; error or delay means s. 87.
- Write the 30-day rule and the 300-day extension if the debt was paid.
- Close with the Registrar's result: memorandum of satisfaction entered, or a note recorded.
Common mistakes in Modification, Satisfaction and Related Filings
Saying satisfaction must be reported within 30 days of creation of the charge.
Students mix this with the section 77 rule, which runs from creation.
Fix: Under s. 82 the 30 days run from the date of payment or satisfaction in full.
Giving a fresh time limit for modification of a charge.
Students assume modification has its own section and period.
Fix: Section 79 applies s. 77 so far as may be to modification and to property acquired subject to a charge.
Stating that the Registrar always sends a notice to the charge holder.
Students skip the proviso to s. 82(2).
Fix: No notice is needed if the intimation is in the specified form and signed by the charge holder.
Thinking the Registrar can record satisfaction only when the company files.
Students read only s. 82.
Fix: Under s. 83 the Registrar may enter satisfaction or release on evidence, even without the company's intimation.
Confusing the extension of 300 days with the power of the Central Government.
Both deal with late intimation.
Fix: The Registrar allows up to 300 days under the proviso to s. 82(1). The Central Government rectifies or extends time under s. 87 for accident, inadvertence or sufficient cause.
Worked examples
Example 1
Rohan Textiles Ltd repaid a term loan in full to its bank on 10 March. The company gave no intimation to the Registrar until 20 May of the same year. Can the satisfaction still be recorded? Advise.
Show the solution
- Provision: under s. 82(1), intimation of payment or satisfaction in full must be given within thirty days of the payment.
- Facts: payment was on 10 March. The thirty days ended on 9 April. Intimation on 20 May is late, about 41 days after the 30-day deadline. The date 20 May is 71 days after the payment, which is within the 300-day limit that runs from payment.
- Remedy: the proviso to s. 82(1) lets the Registrar, on application by the company or the charge holder, allow intimation within three hundred days on payment of additional fees.
- Process: on receipt, the Registrar sends notice to the charge holder to show cause within a time not exceeding fourteen days. If the intimation is in the specified form and signed by the charge holder, no notice is needed.
- If no cause is shown, a memorandum of satisfaction is entered in the register of charges and the company is informed.
Answer: Yes. The intimation is late, but the Registrar can allow it within 300 days of payment on additional fees. The Registrar then follows the s. 82 procedure and enters a memorandum of satisfaction if no cause is shown.
Example 2
Kaveri Foods Ltd buys a factory that is already subject to a registered charge in favour of a bank. Separately, it agrees with another lender to extend the area of property covered by an existing registered charge. What must the company do?
Show the solution
- Provision: s. 79 applies the registration provisions of s. 77, so far as may be, to a company acquiring property subject to a charge and to any modification in the terms, conditions, extent or operation of a registered charge.
- First fact: acquiring the factory subject to a charge falls under s. 79(a). The company must register the particulars with the Registrar in the prescribed form and fees, following the s. 77 timeline.
- Second fact: extending the property covered is a modification of the extent of a registered charge. This falls under s. 79(b) and is also filed under the s. 77 approach.
- If the company fails to register, s. 78 lets the person in whose favour the charge is created apply to the Registrar, without prejudice to the company's liability for any offence.
Answer: Kaveri Foods Ltd must file particulars of the acquired-property charge and of the modification with the Registrar under s. 79, following the s. 77 requirements. If it does not, the charge holder may apply under s. 78.
Exam tips
- Always write the section number with the rule. Examiners reward the provision first, then the facts, then the conclusion.
- Count days from the correct date: payment for s. 82, creation for s. 77.
- Remember the three routes to a memorandum of satisfaction: the company under s. 82, the Registrar under s. 83, and the Central Government's rectification under s. 87.
- Do not quote form numbers or fee amounts unless you are sure. Write 'in the prescribed form'.
- In a short note, a list of the steps in the s. 82 procedure scores well: intimation, notice, 14 days, memorandum or note.
Practice questions from Charges
- Lotus Agro Ltd's register of charges must include which of the following under Section 85(1)?
- Orchid Foods Ltd files intimation of satisfaction of a charge. The form is in the specified form but is not signed by the charge holder. Wha…
- Bharat Polymers Ltd. created a charge on 1 April 2026 and missed both the thirty day and the sixty day periods. Under the second proviso to …
- Under Section 85, Sundaram Agro Ltd keeps its register of charges at its registered office. Who may inspect the register of charges and inst…
- Registered with the Registrar is a charge of Meghna Foods Ltd. The company and bank agree to extend the charge to cover additional stock. Wh…
Modification, Satisfaction and Related Filings in other exams
The same ground in other exams, if you are preparing for more than one or want another angle on it.
Modification, Satisfaction and Related Filings: frequently asked questions
What is the time limit for reporting satisfaction of a charge?
Thirty days from the date of payment or satisfaction in full, under section 82(1). The Registrar may allow up to three hundred days on application by the company or the charge holder, with additional fees.
Does a modification of a charge need registration?
Yes. Section 79 applies the section 77 registration provisions, so far as may be, to any modification in the terms, conditions, extent or operation of a registered charge.
Can the Registrar record satisfaction without the company filing anything?
Yes, under section 83. If the Registrar is satisfied by evidence that the debt has been paid in whole or part, or that part of the property has been released, he may enter a memorandum. He must inform the affected parties within thirty days of the entry.
What if the charge holder objects to the satisfaction?
If cause is shown in reply to the Registrar's notice, the Registrar records a note to that effect in the register of charges and informs the company, under section 82(3).
Who can rectify a mistake in the register of charges?
The Central Government can, under section 87, on application by the company or any interested person. The omission or misstatement must be accidental, due to inadvertence or other sufficient cause, or not prejudicial to creditors or shareholders.