ROC Annual Compliance & Filing in Raipur

The annual cycle

A first annual general meeting is held within nine months of the end of the first financial year. Thereafter it is within six months of the year end, and no more than fifteen months apart.

The meeting date drives everything. All three of AOC-4, MGT-7 and ADT-1 are measured from it, so a meeting held late makes every subsequent filing late at the same moment. An extension of up to three months may be sought from the Registrar for holding the meeting itself, but there is no corresponding extension for the filings.

One person companies are treated differently: no annual general meeting is required, AOC-4 is due within 180 days of the year end, and the annual return is filed on the simplified form. The other obligations apply as they do to any company.

Director KYC has changed — and most directors have not noticed

Until this year, every person holding a Director Identification Number filed a KYC form annually, by 30 September, and a missed filing deactivated the number.

From 31 March 2026 this is a three-yearly obligation. The Ministry has replaced the annual requirement with a triennial one: a person holding a Director Identification Number as at 31 March files once every third consecutive financial year, and the due date has moved forward to 30 June of the relevant year. Both of the earlier forms have been withdrawn and replaced by a single web-based form.

For a director who completed KYC during 2025-26, the next filing falls due on 30 June 2028.

Two cautions. Event-based updating remains mandatory — a change of mobile number, email address or residential address must still be notified promptly, and a director who moves house cannot wait three years to say so. And the consequence of missing the filing when it does fall due is unchanged: the identification number is deactivated, which blocks not merely that director's filings but every filing the company needs to make, since forms require an active number to sign.

The relief is real, but a three-year cycle is easier to forget than an annual one. We track it for clients rather than relying on memory.

The other filings that catch companies out

DPT-3 — loans from directors. This return covers deposits and, importantly, outstanding loans that are not treated as deposits — which includes money the promoters or directors have put into the company. Almost every small company has such balances, and a great many never file the return because the directors do not think of their own funding as something requiring disclosure. It is due by 30 June each year.

MSME-1 — dues to small suppliers. A half-yearly return of amounts outstanding to micro and small enterprise suppliers beyond the prescribed period. This connects directly to the income tax provision that disallows the buyer's deduction for such unpaid amounts, so a company with overdue MSME payables has both a filing obligation and a tax consequence. The penalty for not filing is substantial and continues daily.

Event-based filings. Allotment of shares, increase in authorised capital, special resolutions, and creation or satisfaction of charges each require their own filing within 30 days of the event. These are missed more often than the annual ones, because nothing prompts them — and a charge not registered can affect the lender's security.

MGT-8. Companies above prescribed capital or turnover thresholds require a compliance certificate from a practising Company Secretary to accompany the annual return.

What delay actually costs

₹100 per day, per form, with no upper limit. A year's delay on a single form is over ₹36,000 in additional fee alone. The fee applies to the company and to each officer in default, so the exposure multiplies with the number of directors and the number of forms.

Director disqualification. Three consecutive financial years of unfiled annual returns disqualifies every director automatically for five years, and the disqualification applies to all their directorships. Removing it requires an application to the Tribunal, filing everything overdue, paying the penalties, and showing the default was not wilful — a process measured in months.

Strike-off. The Registrar can begin proceedings to strike the company off the register.

Deactivated identification numbers, which block all further filings until reactivated.

Separate statutory penalties for non-filing of the annual return, which run to substantially larger figures than the daily fee.

The pattern we see is consistent: a company stops trading, the directors assume nothing further is required, and three years later a disqualification surfaces when one of them tries to incorporate something new. A company that has ceased business should be closed formally rather than abandoned — closing it costs a fraction of what abandoning it does.

Getting the underlying records right

Annual filings are drawn from the statutory registers — of members, of directors, of charges — and from the minutes of board and general meetings. Companies that have not maintained these properly cannot complete the forms accurately, and errors lead to rejection and resubmission.

This is the least visible part of company compliance and the part most often neglected in closely held companies, where decisions are taken between directors informally and never recorded. Reconstructing several years of registers and minutes is possible but slow. Maintaining them as decisions are taken costs almost nothing.

Scope of our work

We maintain the compliance calendar for each company and file within time rather than in arrears; prepare the notice, agenda and minutes for the annual general meeting and the board meetings around it; prepare and file AOC-4, MGT-7 or MGT-7A, ADT-1, DPT-3 and MSME-1; track the three-yearly director KYC cycle and file event-based updates when particulars change; handle event-based filings for allotments, resolutions and charges as they arise; maintain the statutory registers and minute books; and coordinate the ROC filings with the audit and the income tax return, since all three run off the same accounts.

Where a company has fallen behind, we establish the full extent of the default, the accumulated fee, and whether disqualification has been triggered — and set out what regularising will cost before the work starts. Where a company is finished with, we advise on closing it properly.