E3

Engagement

Annual ROC Compliance for Private Limited Companies

The full Companies Act calendar, run from one file.

Overview

Every private limited company files annual returns and financial statements with the Registrar, whether or not it has done business during the year. The AGM is held within six months of the close of the financial year (the first AGM within nine months), and the financial statements in AOC-4 are filed within 30 days of the AGM, the annual return in MGT-7 (MGT-7A for small companies and OPCs) within 60 days, and ADT-1 within 15 days where an auditor is appointed or re-appointed.

Around these sit the recurring and event-based filings: DPT-3 by 30 June, MSME-1 half-yearly where dues to micro and small enterprises are outstanding beyond 45 days, DIR-3 KYC on its revised three-year cycle, and the director disclosures (DIR-8 and MBP-1) taken at the first board meeting of the year. Board meetings, minutes and statutory registers are maintained under Secretarial Standards SS-1 and SS-2.

Late annual filings attract an additional fee of ₹100 per day per form, with no upper cap, and continued default exposes the company and its officers to penalties and, eventually, to the Registrar's strike-off process. The firm runs the calendar as a single file for each company, so that every due date is known at the start of the year.

Key Deliverables

  • Board meetings, notices, agendas and minutes (SS-1)
  • AGM notice, Directors' Report and minutes (SS-2)
  • AOC-4, MGT-7 / MGT-7A and ADT-1 filings
  • DPT-3, MSME-1 and DIR-3 KYC
  • Statutory registers and director disclosures
  • Catch-up filings for companies with past defaults

Documents & E-Forms

  • AOC-4
  • MGT-7
  • MGT-7A
  • ADT-1
  • DPT-3
  • MSME-1
  • DIR-3 KYC

When to Engage

At the start of the financial year, or as soon as a filing has been missed, since the per-day fee on a delayed annual filing keeps running until it is filed.

Typical turnaround: Scoped in the engagement letter.

Frequently Asked

About this engagement

The core annual filings are AOC-4 (financial statements) within 30 days of the AGM, MGT-7 or MGT-7A (annual return) within 60 days of the AGM, and ADT-1 where an auditor is appointed. DPT-3, MSME-1 and DIR-3 KYC apply depending on the company's position and its directors' KYC cycle.

An additional fee of ₹100 per day of delay for each form, with no upper limit, in addition to any penalty under the Act for the underlying default.

At least four in a year, with not more than 120 days between two consecutive meetings. A small company or an OPC needs only two, at least 90 days apart.

Yes. The annual filings are due regardless of activity. A company that has not carried on business may consider dormant status or a strike-off application instead of continuing to accrue filings.

Usually yes. Past annual filings can be made with the additional fees, and where a default has been continuing, the position is reviewed for any adjudication or compounding exposure before the filings are made.
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