Overview
What annual compliance means for a private limited company
Private limited company annual compliance is the set of returns a company files with the Registrar of Companies (ROC) each year, and the records it keeps, under the Companies Act, 2013. It applies whether the company is active or not.
Missed filings lead to additional fees and penalties. If returns stay unfiled for years, directors can be disqualified and the ROC can strike the company off the register.
Who needs it
Who needs private limited company annual compliance
- Every private limited company registered in India, including those with no turnover
- Companies in their first year, which also appoint their first auditor, file the commencement declaration and hold their first AGM
- Small companies, which have lighter rules on board meetings but the same core filings
- Companies with deposits, dues to MSME suppliers or charges, which have extra returns such as DPT-3 and MSME-1
Just registered? Start with private limited company registration
Yearly checklist
The yearly compliance checklist
What the law asks of a private limited company each year. What each plan covers is in the plans section below.
| Item | Form or record | When |
|---|---|---|
| Board meetings | Notices and minutes | At least four a year, with set gaps between them. Small companies can hold fewer. |
| Directors' disclosures | MBP-1, DIR-8 | At the first board meeting of the financial year |
| Annual general meeting (AGM) | Notice and minutes | Within six months of the financial-year end. The first AGM has a longer limit. |
| Financial statements | AOC-4 | Within 30 days of the AGM |
| Annual return | MGT-7, or MGT-7A for small companies | Within 60 days of the AGM |
| Auditor appointment | ADT-1 | Within 15 days of the AGM at which the auditor is appointed |
| Director KYC | DIR-3 KYC, filed for each director | By the due date MCA sets for each director |
| Return of deposits | DPT-3 | Yearly, for companies it applies to |
| Dues to MSME suppliers | MSME-1 | Half-yearly, where payments to MSME suppliers are delayed |
| Statutory registers | Registers of members, directors, contracts and charges | Kept up to date through the year |
| Statutory audit | Auditor's report | Before the AGM. The audit is done by an independent auditor. |
| Income tax return | The company's income tax return | Every year, by the due date under the income-tax law |
MCA sometimes extends these dates by circular. We confirm the current dates for your company before we file.
New companies
Commencement of business: Form INC-20A
A company with share capital incorporated on or after 2 November 2018 must file a declaration in Form INC-20A within 180 days of incorporation, under Section 10A of the Companies Act, 2013. It is a one-time filing, not a yearly one.
- The declaration confirms that every subscriber to the memorandum has paid for the shares they agreed to take, with proof of payment.
- Until it is filed, the company should not start business or use its borrowing powers.
- If it is not filed, the company and its officers in default face penalties, and the ROC may remove the company's name from the register.
Is your company less than a year old? Ask us to check whether INC-20A is still pending before your first annual filings.
Calendar
Your annual compliance calendar
For a financial year from 1 April to 31 March. Exact dates depend on when your AGM is held.
- April and OctoberMSME-1 for each half-year, where it applies.
- April to JuneFirst board meeting of the year, with MBP-1 and DIR-8 disclosures.
- By 30 JuneDPT-3, where it applies, and director KYC for directors who are due.
- By 30 SeptemberAudit finished and AGM held.
- After the AGMADT-1 within 15 days, AOC-4 within 30 days and MGT-7 or MGT-7A within 60 days.
- Income taxThe company's income tax return by its due date.
Plans
Annual compliance plans
| What the plan covers | Basic | Standard | Premium |
|---|---|---|---|
| Fee (per year) | Contact our team | Contact our team | Contact our team |
| Mandatory ROC annual compliances | Yes | Yes | Yes |
| Statutory audit | Yes | Yes | Yes |
| Company income tax return | Yes | Yes | Yes |
| Regular updates | Yes | Yes | Yes |
| Bookkeeping | No | Yes | Yes |
| GST returns | No | No | Yes |
| PF and ESI returns | No | No | Yes |
| Government fees | Extra, at actuals | ||
Tell us which plan suits your company and our team will confirm the fee.
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Routine
Recurring and periodic filings
- Board meetings, AGM and statutory registers
- AOC-4, MGT-7 or MGT-7A and ADT-1
- DIR-3 KYC, DPT-3 and MSME-1, where they apply
Event-based
Filings when something changes
- Change in director
- Increase in authorised capital
- Registered office change
- Company name change
- MOA or AOA alteration
Event-based filings are not part of the yearly plans; we quote them separately. See all company changes.
Documents
Documents we need
- A valid Class 3 digital signature (DSC) of a director
- Last year's financial statements and ROC filings
- This year's audited financial statements and auditor's report
- Bank statements and books (Standard and Premium plans, which include bookkeeping)
- Details of deposits, loans, dues to MSME suppliers and charges
- Changes in directors or shareholding during the year
- PAN, TAN and GSTIN of the company
Who signs
Who signs the forms
A director signs each ROC form with a valid DSC. Some forms are also certified by a practising professional. The statutory audit is done by an independent auditor.
Check the DSC expiry date early. An expired DSC holds up every filing.
Process
How annual compliance works with Complianto
Four steps, from your first message to the filed documents.
- 01
Fill the form
Share your company's details through the enquiry form.
- 02
Discuss with our team
We go through your company's compliance position and the plan that fits.
- 03
Share documents
You send the documents listed above.
- 04
Delivery
You receive copies of what is filed for your company.
Does a company with no business still need to file annual returns?
Yes. A private limited company files its financial statements and annual return with the ROC every year, even with no turnover.
What happens if AOC-4 or MGT-7 is filed late?
MCA charges additional fees for each day of delay, and penalties can apply. Years of missed filings can lead to director disqualification and the company being struck off.
Is the statutory audit compulsory for a small private company?
Yes. Every company has its accounts audited by an independent auditor each year, whatever its size.
When must the AGM be held?
Within six months of the end of the financial year, so by 30 September for a year ending 31 March. The first AGM has a longer time limit.
Who signs the annual compliance forms?
A director signs with a valid digital signature (DSC). Some forms are also certified by a practising professional.
Are director or capital changes part of annual compliance?
They are event-based filings, made when the change happens, not yearly ones. They are not included in the annual compliance plans; we quote them separately.
Can I switch to Complianto midway through the year?
Yes. We first review your company's current compliance status and any pending filings, then confirm what the plan will cover. Pending filings from earlier periods are not automatically included.
Is Complianto a government body or a CA firm?
Neither. Complianto is a compliance facilitation platform operated by Mentorcorp Private Limited. You can also file directly on the MCA portal without our fee.
More services
Other services you may need
Company Changes
ROC filings when something changes.
Bookkeeping and Accounting
Books that feed your audit and filings.
GST Returns
Monthly and quarterly GST filing.
Income Tax Return
The company's yearly tax return.
LLP Compliance
Yearly ROC filings for an LLP.
Digital Signature (DSC)
Sign MCA forms online.
