Annual, event-based, tax and governance compliance for an Indian private limited company in FY 2026-27, with deadlines, forms, and penalty exposure.
A private limited company is the most popular structure for serious Indian businesses precisely because it offers limited liability, perpetual succession, and clear ownership rules. But the Companies Act, 2013 expects a structured compliance rhythm in return. For FY 2026-27, with the MCA V3 portal fully embedded and adjudication powers strengthened, getting this rhythm right matters more than ever.
Board and Governance Compliance
- Hold a minimum of four board meetings each calendar year, with a maximum gap of 120 days between meetings.
- Hold one Annual General Meeting each year, no later than six months from the close of the financial year and no more than 15 months from the previous AGM.
- Maintain statutory registers under Sections 88, 170, and 188 of the Companies Act.
- Keep minutes of board and shareholder meetings signed within 30 days.
- Disclose interest of directors in Form MBP-1 at the first board meeting of each financial year.
Annual ROC Filings
- AOC-4 – financial statements, within 30 days of the AGM.
- MGT-7 or MGT-7A – annual return, within 60 days of the AGM (MGT-7A for small companies).
- ADT-1 – auditor appointment intimation within 15 days of the AGM.
- DPT-3 – return of deposits by 30 June.
- MSME-1 – half-yearly return of MSME dues by 30 April and 31 October.
- DIR-3 KYC – for every director by 30 September.
Income Tax and GST Compliance
Every private limited company files ITR-6 with mandatory tax audit under Section 44AB, due by 31 October of the assessment year (or 30 November where a transfer pricing report is required). TDS returns in Forms 24Q, 26Q, and 27Q are due quarterly, with TDS payments by the 7th of each month. GST returns – GSTR-1 and GSTR-3B – are filed monthly or quarterly, and the annual return GSTR-9 by 31 December where applicable.
Event-Based Filings
Beyond annual filings, every corporate action triggers a separate filing within 30 days. Allotment of shares means PAS-3. A change in directors means DIR-12. A board or shareholder resolution attracting Section 117 means MGT-14. Creation of charges means CHG-1. Significant beneficial ownership declarations mean BEN-2. Building a checklist by event – not by calendar – is what separates clean companies from those that constantly catch up.
Statutory Audit and Financials
Statutory audit is mandatory regardless of turnover. The auditor is appointed for five consecutive years and ratified at each AGM. Financial statements must be prepared under Schedule III of the Companies Act and the applicable accounting standards (Ind AS or AS based on size). The Director's Report under Section 134 must accompany the financial statements at the AGM.
Penalties and Director Risk
- Late filing of any ROC form attracts ₹100 per day per form, with no upper cap.
- Failure to file AOC-4 or MGT-7 for three consecutive financial years disqualifies every director under Section 164(2).
- Non-compliance with deposit rules under Section 73 invites monetary penalties and potential repayment with interest.
- Persistent default can trigger strike-off under Section 248 and freezing of bank accounts.
- Adjudication officers under the MCA can directly impose penalties without prosecution for many defaults.
Conclusion
Compliance for a private limited company is a continuous, predictable rhythm of meetings, filings, and event responses. The companies that get it right treat it as a board-level discipline, build a shared compliance calendar, and review status quarterly. In FY 2026-27 the cost of getting it wrong has only risen – but so have the tools to get it right.
