Annual ROC compliance for a private limited company: forms, due dates and penalties

A private limited company has to keep a regular rhythm of filings with the Registrar of Companies (ROC), part of the Ministry of Corporate Affairs. The company must file even in a year with no sales. This guide shows the filings in the order they happen.

The yearly sequence

For a company with a 31 March year end, the year works like this:

Step	What happens	Timing
1	Books closed, accounts prepared and audited	After 31 March
2	Board approves the financial statements	Before the AGM
3	Annual General Meeting held	Within six months of year end, so by 30 September
4	Form ADT-1: auditor appointment intimation	Within 15 days of the AGM, where an auditor is appointed or reappointed
5	Form AOC-4: financial statements filed	Within 30 days of the AGM
6	Form MGT-7: annual return filed	Within 60 days of the AGM
7	DIR-3 KYC for every director	By 30 September each year

If your AGM is held on 30 September, AOC-4 is due by 30 October and MGT-7 by 29 November. An AGM held earlier pulls those dates earlier.

What each form is for

• AOC-4 lodges the balance sheet, profit and loss account, notes and the auditor's and directors' reports. These become public records.
• MGT-7 is the annual return: shareholding pattern, directors, meetings held and key changes during the year. Smaller companies use a shorter version of the form.
• ADT-1 tells the ROC who the statutory auditor is.
• DIR-3 KYC is each director's yearly identity and contact verification. A director who misses it has the DIN marked deactivated until it is filed with a fee.

Other filings that can apply

• DPT-3 by 30 June, for outstanding loans or money received that is not treated as a deposit.
• INC-20A within 180 days of incorporation, declaring commencement of business, for a new company with share capital.
• Event-based forms such as DIR-12 for director changes, SH-7 for increases in authorised capital, and PAS-3 when shares are allotted.
• Income tax and GST returns are separate. See the compliance calendar for the full set.

Records the company must keep

Minutes of board and general meetings, statutory registers (members, directors, charges), share certificates, and a signed set of financial statements. Inspection by the ROC or a notice can ask for any of these.

Mistakes that cause delays

• Holding the AGM late, which then pushes every later date out of order
• Not updating director details after a change of address or contact number
• Attachments that are incomplete or unsigned
• Filing at the last moment, when the portal is slow and a query leaves no time to reply

What a delay costs

Most MCA forms attract additional fees that grow with the number of days late, and can be many times the normal filing fee. Continued default can lead to penalties on the company and each officer in default, and to director disqualification. Filing on time is the cheapest option.

For a yearly checklist handled for you, see MCA and ROC annual compliance. If you are still setting up, start with how to register a private limited company.