RPT: Member Approval Required (S.188)
RPT exceeding prescribed threshold: Board + OR at GM, file AOC-2 and MGT-14. RPT: Member Approval Required (S.188) takes 6 steps over about 87 days and is filed with the ROC on MGT-14 and AOC-2.
Last updated: 10 August 2026
What if it’s filed late?
MCA charges additional fees that rise with the delay, up to 12 times the normal filing fee. OnCompliance tracks the date and warns you before it costs anything.
What is the timeline for RPT: Member Approval Required (S.188)?
6 steps over about 87 days, filing MGT-14 and AOC-2 with the ROC. Each deadline below runs from the step before it.
| # | Step | Form filed | Deadline |
|---|---|---|---|
| 1 | Identify RPT Exceeding Threshold | None | within 3 days |
| 2 | Board Approval | None | within 7 days |
| 3 | Pass Ordinary Resolution at GM | None | within 30 days |
| 4 | File MGT-14 | MGT-14 | within 30 days |
| 5 | Prepare AOC-2 Disclosure | AOC-2 | within 14 days |
| 6 | Update RPT Register | None | within 3 days |
What are the steps, in order?
The 6 steps below run in order; the day counts show how long each one allows.
Identify RPT Exceeding Threshold
Determine the transaction exceeds prescribed thresholds and requires member approval.
- Threshold exceeded
- Member approval required
Board Approval
Board approves and recommends the RPT to members.
Pass Ordinary Resolution at GM
Members approve RPT via OR. Related party cannot vote.
File MGT-14
File resolution with ROC within 30 days.
Prepare AOC-2 Disclosure
Update RPT Register
Record transaction in Register of Contracts.
- RPT Register updated
Every guide runs like this in OnCompliance: steps in order, dates in view, paperwork made for you at each step.
Common questions
How long does RPT: Member Approval Required (S.188) take?
About 87 days across 6 steps. The first step is: Identify RPT Exceeding Threshold.
Which MCA forms are filed for RPT: Member Approval Required (S.188)?
MGT-14 and AOC-2. MGT-14 is the filing of resolutions filing under §117 of the Companies Act 2013.
What does it cost if MGT-14 and AOC-2 are filed late?
MCA charges additional fees that rise with the delay, up to 12 times the normal filing fee.
Can OnCompliance run RPT: Member Approval Required (S.188) for me?
Yes. OnCompliance runs the same steps in order, dates in view, with the paperwork made for you at each step.