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ROC & corporate compliance

Company Annual Compliance

Every annual ROC filing, board meeting and register a company must keep under the Companies Act, 2013.

Company Annual Compliance

Who needs it

Private and public companies of every size.

Every company registered in India must comply with the Companies Act, 2013 every year, whether it is trading or not. That means meetings, records, an audit and a set of filings with the Registrar of Companies (ROC) on the MCA portal. Missing them brings daily fees with no upper limit, can mark the company as defaulting or inactive, and can disqualify its directors. Timely filings also matter commercially: banks, investors and large customers check a company's MCA record. We manage the whole calendar so nothing is missed.

Why annual compliance matters

  • It is compulsory for every company, whatever its size or level of activity.
  • Directors are exposed: if a company does not file financial statements or annual returns for three continuous years, its directors are disqualified for five years from all companies.
  • Daily fees: ₹100 a day per form for late AOC-4 and MGT-7, with no upper limit.
  • Company status: regular filings keep the company "active" on the MCA register and away from strike-off.
  • Credibility: a clean record helps with bank loans, investment, tenders and due diligence.

Annual compliance for private limited companies

RequirementWhat it involvesDue
Board meetingsAt least four a year, not more than 120 days apart (two a year for small companies and OPCs), with minutesThrough the year
Statutory auditAudit of the financial statements by a chartered accountant, required for every companyBefore the AGM
Board's reportDirectors' report on the year, approved by the boardBefore the AGM
Annual general meetingAdoption of accounts and appointment or ratification of the auditor (not required for OPCs)Within six months of year end, by 30 September
ADT-1Appointment of auditor; the first auditor within 30 days of incorporation, then usually for five years at a time15 days from the AGM
AOC-4Balance sheet, profit and loss account, board's report and auditor's report30 days from the AGM
MGT-7 / MGT-7AAnnual return with shareholding, directors and meetings (MGT-7A for small companies and OPCs)60 days from the AGM
DIR-3 KYCKYC of every person holding a DIN (a web form if there are no changes)30 September
DPT-3Return of deposits and of loans not treated as deposits30 June
MSME-1Half-yearly return of dues to micro and small suppliers outstanding over 45 days30 April and 31 October
DIR-8 / MBP-1Directors' disclosures of interest and non-disqualificationFirst board meeting of the year
Income tax return (ITR-6)Corporate tax return, after audit31 October

Event-based filings also arise during the year: changes in directors (DIR-12), allotment of shares (PAS-3), changes in registered office (INC-22), charges (CHG-1), special resolutions (MGT-14) and changes in capital (SH-7).

How we help

  • End to end: from drafting notices, minutes and resolutions to filing every ROC form
  • Compliance calendar: dates set for your company, with reminders ahead of each one
  • Statutory registers: registers of members, directors, charges and contracts kept up to date
  • Coordination: with your auditors and accountants so the financial statements are ready in time for the AGM and filings
  • Catch-up: for companies behind on filings, we prepare the pending forms and advise on the condonation and compounding options

The work is done by chartered accountants and company secretaries, and fees are agreed in advance.

Common questions

Our company had no business this year. Do we still need to file?

Yes. Every company must hold its meetings, have its accounts audited and file AOC-4 and MGT-7, even with no transactions. A company with no business for two years can instead apply to be struck off or for dormant status.

What happens if filings are years behind?

The forms can still be filed with additional fees. Where directors have been disqualified or the company has been struck off, there are specific routes to remove the disqualification or restore the company, which we can handle.

Is a small company exempt from anything?

Small companies have fewer board meetings, a shorter annual return (MGT-7A), no cash flow statement requirement in some cases and lower additional fees, but the core filings still apply.

Documents to keep ready

  • Certificate of incorporation, memorandum and articles
  • Audited financial statements and auditor's report
  • Statutory registers and minutes
  • Shareholding pattern and details of directors
  • Details of loans, deposits and related-party transactions
  • DSCs of directors
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