Registering a private limited company is a one-time event. Keeping it compliant is a job that comes round every single year — and the Registrar of Companies (ROC) charges late fees by the day. Even a company that did no business at all has to file its annual returns. This is the checklist we run for every company we look after.
In the first few months after incorporation
- First auditor — the board must appoint the company’s first statutory auditor within 30 days of incorporation.
- Share certificates — issue them to the subscribers within 60 days of incorporation.
- Commencement of business (INC-20A) — file within 180 days of incorporation, once the subscribers have paid for their shares into the company’s bank account. Until it is filed, the company can’t start business or borrow.
- Statutory registers — the registers of members, directors, charges and so on must be kept at the registered office from day one.
Every year: meetings
- Board meetings — at least four in a year, with no more than 120 days between two meetings. Small companies may instead hold one meeting in each half of the calendar year, at least 90 days apart.
- Annual general meeting (AGM) — within six months of the end of the financial year, which means by 30 September. The first AGM can be held within nine months of the close of the first financial year. The audited accounts and the auditor’s report are placed before the shareholders here.
Every year: filings with the ROC
| Form | What it covers | Due |
|---|---|---|
| AOC-4 | Financial statements — balance sheet, profit and loss account, auditor’s and directors’ reports | Within 30 days of the AGM |
| MGT-7 / MGT-7A | Annual return: shareholding, directors, meetings (MGT-7A for small companies and OPCs) | Within 60 days of the AGM |
| ADT-1 | Intimation of the auditor’s appointment, usually for a five-year term | Within 15 days of the meeting that appoints the auditor |
| DIR-3 KYC | KYC of every director who holds a DIN | By the date the MCA notifies |
| DPT-3 | Return of deposits and of loans not treated as deposits | 30 June |
| MSME-1 | Half-yearly return of dues to micro and small suppliers unpaid beyond 45 days (only if you have any) | 30 April and 31 October |
Late AOC-4 and MGT-7 filings attract an additional fee of ₹100 per day, per form, with no upper limit. A company that is a year late on both owes more than ₹73,000 in late fees alone — before any penalty on the company or its directors.
What happens if you skip it
- Late fees that keep running every day until you file.
- If a company fails to file its financial statements or annual returns for three consecutive financial years, its directors are disqualified for five years — and can’t be appointed to any other company either.
- The ROC can strike off companies that aren’t carrying on business and haven’t kept up their filings.
- A director who misses DIR-3 KYC has their DIN deactivated, and reactivating it costs ₹5,000.
Don’t forget tax and GST
ROC filings are only one part of a company’s calendar. The company also files its own income-tax return (usually by 31 October, since company accounts are audited), quarterly TDS returns if it deducts tax, and GST returns if it is registered under GST. A missed date in any one of these can hold up the others — the audited accounts, for example, feed both AOC-4 and the tax return.
Make it someone’s job
Most compliance failures we see are not deliberate. The director assumed the accountant was handling it, the accountant assumed the CA was, and nobody owned the calendar. Our ROC compliance annual plan covers board meeting minutes, the AGM paperwork, AOC-4, MGT-7, ADT-1 and director KYC for a fixed yearly fee — with reminders well before every due date.
This article is general guidance based on the rules in force on its publish date, not professional advice for your specific case. Tax and company rules change often — check your situation with us before you act.
