Why annual compliance matters
Every private limited company registered under the Companies Act, 2013 must make certain filings with the Registrar of Companies (ROC) and other authorities every year — even if it did no business. The MCA and other regulators keep updating the rules, and missing a deadline brings late fees that add up daily. CRSB tracks every requirement for you and files on time.
Benefits of staying compliant
- Attract investorsInvestors and lenders check MCA filing history during due diligence.
- Keep active statusPersistent non-filing can lead the ROC to strike off the company and disqualify its directors for five years.
- Build credibilityYour filing status is public on the MCA portal — clean records help win clients, tenders and loans.
- Avoid penaltiesLate fees under the Companies Act are steep and keep growing with each day of delay.
One-time compliance after incorporation
- Appoint the first auditor — within 30 daysThe Board appoints the first auditor, who holds office until the first AGM.
- First board meeting — within 30 daysTo adopt the incorporation documents, appoint the auditor and open the bank account.
- Commencement of business — within 180 daysFile Form INC-20A once subscribers have paid for their shares. The company cannot start business or borrow before this.
- Issue share certificates — within 60 daysShare certificates must be issued to subscribers and stamp duty paid.
Mandatory annual ROC compliance
| Compliance | Form / requirement | Due date |
|---|---|---|
| Board meetings | Minimum 4 a year; gap not more than 120 days | Throughout the year |
| Disclosure of interest | MBP-1 by every director | First board meeting of the year |
| Non-disqualification | DIR-8 by every director | Every year |
| Annual General Meeting | Adopt accounts, appoint auditor | Within 6 months of year-end (by 30 Sept) |
| Auditor appointment | ADT-1 (5-year term) | Within 15 days of AGM |
| Financial statements | AOC-4 (balance sheet, P&L, directors' report) | Within 30 days of AGM |
| Annual return | MGT-7 / MGT-7A (small companies) | Within 60 days of AGM |
| Director KYC | DIR-3 KYC / web KYC | As per MCA's KYC schedule |
| Deposit return | DPT-3 | 30 June |
| MSME payment return | MSME-1 (if dues to MSMEs over 45 days) | Half-yearly |
The first AGM must be held within 9 months of the end of the first financial year. Small companies and OPCs file the shorter MGT-7A annual return.
Tax and other compliance
- Income tax return (ITR-6) — 31 October if audit applies
- Tax audit report where turnover crosses the Income Tax Act limit
- Advance tax in quarterly instalments
- TDS / TCS returns every quarter
- GST returns — GSTR-1, GSTR-3B and annual return GSTR-9 where applicable
- PF, ESIC and Professional Tax returns for employers
- Sector-specific laws such as pollution control, factories or FEMA reporting where they apply
What happens if you don't comply?
Late filing of AOC-4 and MGT-7 attracts an additional fee of ₹100 per day, per form, with no upper cap. Missing filings for two consecutive years can lead to directors being disqualified and the company being struck off. Skipped board meetings or AGMs also attract penalties on the company and every officer in default.
Frequently asked questions
What is annual compliance for a private limited company?
It is the set of filings, meetings and records a company must maintain every year under the Companies Act and tax laws — mainly the AGM, AOC-4, MGT-7, ITR and auditor-related filings.
When should the AGM be held?
Within six months of the end of the financial year — usually by 30 September. The first AGM can be held within nine months of the end of the first financial year. The ROC can extend the deadline by up to three months in special cases.
Is an audit mandatory even if there was no business?
Yes. Every company must have its accounts audited by a Chartered Accountant every year, regardless of turnover.
Does a private limited company need a company secretary?
Only if its paid-up share capital is ₹10 crore or more. Smaller companies can manage with professional support like ours.
Who is responsible for compliance?
The board of directors is responsible. Penalties apply to the company and to every officer in default.
What happens if annual returns are not filed?
Additional fees of ₹100 per day per form, possible director disqualification and, ultimately, striking off the company.