Revised DPT-3 Form for ED

Revised DPT-3 Form for ED: Who Must File, What to Disclose and How to Get It Right Before 30 June 2026

Every company — private, public or one-person — that has any outstanding loan, advance or receipt qualifying as an "exempted deposit" under Rule 2(1)(c) of the Companies (Acceptance of Deposits) Rules, 2014 must file Form DPT-3 by 30 June 2026 for the financial year ending 31 March 2026. The form is filed online on MCA V3 and discloses the position as on 31 March. Government companies are exempt; everyone else must file or face escalating penalties and the risk of amounts being reclassified as full deposits with consequences under Section 73(2) of the Companies Act, 2013.

Why DPT-3 Is Not a Mechanical Tick-Box

Most companies treat DPT-3 as a year-end formality sandwiched between the audit and the AGM. It is not. The form is the primary instrument through which the Registrar of Companies (ROC) verifies that a company has not silently accepted public deposits in violation of Sections 73 and 76 of the Companies Act, 2013. If you have a director loan, an inter-corporate deposit (ICD), a customer advance outstanding for more than a year, or an unsecured borrowing from a holding company, all of it must be categorised, disclosed and certified by your statutory auditor.

Mis-categorisation — or silence — converts an exempted receipt into a deemed deposit. The downstream consequences include mandatory credit rating, a Deposit Repayment Reserve Account equal to 20% of maturing deposits, deposit insurance, and penalties that can exceed Rs. 1 crore on the company. DPT-3 is therefore as much a risk-management filing as it is a compliance return.

Who Must File DPT-3 — and Who Is Exempt

Mandatory filers

Rule 16A of the Companies (Acceptance of Deposits) Rules, 2014 — inserted by the 2019 amendment — requires every company, other than a government company, to file DPT-3 annually. This covers:

• Private limited companies, including wholly owned subsidiaries
• Public limited companies, listed and unlisted
• One Person Companies (OPCs)
• Section 8 (not-for-profit) companies with amounts in scope
• Producer companies

The obligation applies even when the company has zero outstanding deposits or exempted deposits. A nil return must still be filed confirming that no such amounts exist as on 31 March.

Who is exempt

• Government companies as defined under Section 2(45) of the Companies Act, 2013
• Banking companies governed by the Banking Regulation Act, 1949
• Non-Banking Financial Companies (NBFCs) registered with the RBI under Section 45-IA of the RBI Act, 1934
• Housing Finance Companies registered with the National Housing Bank (NHB)
• Any company specifically notified by the Central Government

Watch-out: An NBFC or HFC must confirm its registration is current. A lapsed registration does not automatically preserve the exemption.

What Qualifies as an Exempted Deposit Under Rule 2(1)(c)

Section 2(31) of the Companies Act, 2013 defines "deposit" broadly: any receipt of money by way of deposit, loan or in any other form. Rule 2(1)(c) of the Companies (Acceptance of Deposits) Rules, 2014 then carves out an exhaustive negative list — amounts that are not deposits. These are the "exempted deposits" reported in DPT-3.

The principal categories are:

1. Government receipts: Amounts received from the Central Government, a State Government, a local authority, or any body corporate established under a Central or State Act.

1. Foreign sources: Amounts from foreign governments, foreign or international banks, multilateral financial institutions (such as IFC or ADB), foreign export credit agencies, foreign collaborators, foreign venture capital investors, or Foreign Portfolio Investors (FPIs) — provided each holds a valid registration from the relevant authority.

1. Banking facilities: Loans or credit facilities from any banking company or institution notified under Section 51 of the RBI Act.

1. Inter-corporate loans (ICDs): Amounts received by a company from any other company. This covers holding-subsidiary flows, peer-subsidiary ICDs, and arms-length corporate lending. It is the most common category for large private groups.

1. Director loans: In any company, amounts received from a director — or, in the case of a private company, from a relative of a director — provided the director or relative furnishes a written declaration before receipt confirming the money is not borrowed from any third party.

1. Share application money: Subscription or share application money pending allotment, provided allotment occurs within 60 days of receipt. If allotment is not made and the money is not refunded within 15 days of the expiry of that period, the amount becomes a deposit.

1. Employee security deposits: Non-interest-bearing security deposits received from employees, not exceeding their annual salary, under a contract of service.

1. Trade advances: Amounts received in the ordinary course of business as advance for the supply of goods or services, provided the advance is appropriated (i.e., goods supplied or services rendered) within 365 days of receipt.

1. Listed NCDs: Non-convertible debentures (NCDs) listed on a recognised stock exchange in accordance with SEBI regulations.

The 365-day tripwire: Among all categories, the trade advance rule is the most frequently missed in practice. An advance received on 15 March 2025 that has not been adjusted against supply by 14 March 2026 sits at exactly the 365-day mark. By 31 March 2026 it has crossed the limit. Tag every advance in your advance register with its receipt date, and flag any balance older than 300 days for immediate commercial review.

The Four Categories of DPT-3 Return

The MCA V3 form presents four mutually exclusive filing categories. Filing the wrong category is a leading rejection cause.

The overwhelming majority of private limited companies select "Return of exempted deposits". A company carrying a director loan, a holding-company ICD, and pending customer advances belongs squarely here.

DPT-3 Due Date 2026, Filing Fees and Late-Fee Escalation

Statutory deadline

For FY 2025-26 (year ending 31 March 2026), Form DPT-3 must be filed on or before 30 June 2026 under Rule 16A(3). There is no automatic extension.

If the statutory audit is not yet finalised by 30 June, the company should file with provisional figures supported by an auditor's certificate based on management accounts, and file a revised return once the audited figures are available — rather than miss the deadline entirely.

Additional (late) filing fees

MCA levies additional fees on top of the base fee for delayed submissions, based on the following multipliers as notified under the Companies (Registration Offices and Fees) Rules:

A company that files on 8 September 2026 — 70 days late, falling in the 61–90 day band — pays 6× the base fee (as notified in the MCA fee schedule based on the company's authorised/paid-up capital). The additional fee is separate from, and much smaller than, any regulatory penalty that may be levied for the underlying default.

Information Required: Compile This Before Opening the Form

The single biggest reason DPT-3 filings are delayed is that companies start assembling data on the portal, not before. Here is what you need before you log in:

Company master data

• CIN, PAN, TAN
• Registered office address
• Paid-up share capital as on 31 March 2026

Financial data (from audited accounts)

• Net worth as per the signed balance sheet for FY 2025-26
• Schedule of borrowings — broken down by lender category, reconciled to the trial balance
• Outstanding deposits/exempted deposits as on 31 March 2026

Loan-level details (for each lender)

• Name, PAN and address of lender
• Nature of receipt and applicable Rule 2(1)(c) clause
• Date of receipt and original amount
• Outstanding principal as on 31 March 2026
• Interest rate and repayment date
• Whether any security/charge has been created, and if so, the charge ID from the MCA Index of Charges

Statutory auditor's certificate A certificate in the prescribed format confirming: (a) outstanding amounts as on 31 March, (b) that none of the disclosed amounts have been mis-categorised, and (c) that the company has not accepted deposits outside the framework. The certificate must carry the signatory partner's membership number and the firm's ICAI registration number (FRN).

Step-by-Step: Filing DPT-3 on MCA V3

1. Log in to the MCA V3 portal at mca.gov.in using the company's registered MCA user account (Company User role). If the company's user credentials have not been migrated from V2 to V3, complete registration on V3 first — this process can take 2–3 working days.

1. Navigate to MCA Services → File Form → Company Forms → DPT-3. On V3, DPT-3 is a fully online fillable form. There is no downloadable .eform or .zip as under the legacy V2 system. Any attempt to upload a legacy format is automatically rejected.

1. Enter the CIN and verify all pre-filled company master data — name, registered office, authorised and paid-up capital. Correct any discrepancy before proceeding.

1. Select the return category (typically "Return of exempted deposits" for private companies).

1. Enter net worth as per the signed balance sheet for FY 2025-26.

1. Enter lender-wise details: For each outstanding balance — name, PAN, receipt date, outstanding amount, applicable Rule 2(1)(c) clause, interest rate, repayment date, and security details.

1. Attach the auditor's certificate (PDF, DSC-signed by the statutory auditor's authorised partner) in the prescribed format.

1. Attach charge details where applicable — cross-reference each charge ID with the MCA Index of Charges before entering.

1. Director DSC sign-off: The form must be digitally signed by a director whose DIN is active and whose DSC is mapped on the V3 portal. Verify DSC validity before the filing date.

1. Pay filing fees via the MCA payment gateway. Download and store the SRN (Service Request Number) and the fee payment receipt.

1. Track the SRN for approval or rejection (typically 2–5 working days). If rejected, the V3 dashboard displays the reason. Re-submit within the SRN's validity window; late re-submission after validity expiry requires starting afresh and paying fees again.

Common Mistakes — and How to Avoid Them

Mistake 1: Assuming a repaid loan needs no DPT-3

A director loan outstanding on 1 April 2025 and fully repaid by December 2025 shows a nil balance on 31 March 2026. A nil DPT-3 return must still be filed. Omitting it because "nothing is outstanding" is itself a filing default.

Mistake 2: No written declaration from the director at the time of each tranche

Rule 2(1)(c)(viii) requires the written declaration to exist before the money is received — not compiled at year-end. A director who deposits Rs. 20 lakh in April 2025, Rs. 10 lakh in August 2025, and Rs. 15 lakh in January 2026 should furnish a separate declaration for each tranche (or one standing declaration that explicitly covers future tranches). A single declaration dated March 2026 to cover all prior receipts is insufficient as a matter of timing.

Mistake 3: Burying an over-aged trade advance in the trade-advance line

If a customer advance has crossed 365 days and there is no supply against it, disclosing it as a trade advance in DPT-3 is a misrepresentation. The correct action is to either (a) accelerate the supply before 31 March so the balance is appropriated, or (b) acknowledge it separately and seek legal advice on whether it constitutes a deposit — not silently include it in the exempted advance line.

Mistake 4: Net worth figure inconsistent with AOC-4

The ROC's systems compare the net worth disclosed in DPT-3 with the net worth shown in AOC-4 (annual accounts filing). Even a rounding difference triggers an automated query. Extract both figures from the same signed balance sheet and reconcile to the rupee before filing either form.

Mistake 5: Using a management representation letter instead of an auditor's certificate

The form requires a certificate from the statutory auditor — not a management confirmation or an internal declaration. The auditor's certificate carries professional liability. Some companies, especially where audits run late, attach a letter from the CFO instead. This results in rejection.

Mistake 6: Engaging the auditor on 25 June

DPT-3 requires the auditor to review the loan register, verify receipts, inspect written declarations, cross-check bank statements and sign a certificate. Approaching the auditor a week before the deadline compresses their review, increases the risk of errors, and may cause the company to miss the 30 June cutoff. Start the coordination in the first week of May.

Worked Example: Clearview Components Pvt Ltd

Background: Clearview Components Pvt Ltd is a private limited company with paid-up capital of Rs. 50 lakh. As on 31 March 2026, the following amounts are outstanding:

Categorisation:

• Director loan (Rs. 30 lakh): Exempt under Rule 2(1)(c) — written declarations on file for each tranche. Disclose as exempted deposit in DPT-3.
• Holding company ICD (Rs. 75 lakh): Exempt as an inter-corporate loan. Disclose in DPT-3 under the ICD category.
• Party X advance (Rs. 12 lakh — 477 days old): Has crossed the 365-day limit. Cannot be disclosed as an exempted trade advance. Management must determine whether supply can be made and invoice raised immediately. If not, this amount may constitute a deposit under Section 2(31). Filing it as an exempt trade advance in DPT-3 would be a mis-statement. Clearview needs legal advice on remediation under Section 73 before filing.
• Party Y advance (Rs. 8 lakh — 75 days old): Within the 365-day window. Disclose as an exempt trade advance.

DPT-3 filing: Clearview selects "Return of exempted deposits" and discloses Rs. 30 lakh + Rs. 75 lakh + Rs. 8 lakh = Rs. 1,13,00,000 in total exempted deposits, with the Party X amount handled separately under Section 73 advice.

Penalty scenario if the form is filed 70 days late (8 September 2026):

• MCA additional fee: 6× base fee (61–90 day slab) as notified — payable at the time of filing.
• Section 450 penalty for non-filing: Rs. 10,000 on the company + Rs. 10,000 on each officer in default, plus Rs. 1,000 per day of continuing default × 70 days = Rs. 70,000 for the continuing default. Total minimum exposure: Rs. 90,000 on the company alone (before officer-level penalties).
• If Party X's Rs. 12 lakh is separately found to be a deposit and is not remediated, Section 73(2) exposure begins — with a minimum penalty at least equal to the deposit amount.

Penalties for Non-Filing and Mis-Filing

Non-filing of DPT-3

Under Section 450 of the Companies Act, 2013 (default penalty for breach of rules where no specific penalty is prescribed):

• Company: Fine up to Rs. 10,000 plus Rs. 1,000 for each day of continuing default
• Every officer in default: Fine up to Rs. 10,000 plus Rs. 1,000 per day

If a Section 206 notice is issued and the default continues, adjudication under Section 454 can result in higher penalties through a formal Adjudication Order.

Amounts reclassified as deposits

If the ROC determines that an amount classified as exempt is in fact a deposit under Section 2(31):

• Section 73(2): Mandatory repayment with 12% interest per annum from the date of receipt. Penalty on the company: a fine not less than the amount involved, subject to a maximum of twice the amount or Rs. 1 crore, whichever is lower.
• Every officer in default: Imprisonment up to 7 years and fine between Rs. 25 lakh and Rs. 2 crore.
• Director disqualification under Section 164(2) in certain circumstances.

The Section 450 penalty is manageable. The Section 73(2) consequence is not. Accurate DPT-3 disclosure is the primary protection against reclassification.

Cross-Compliance: CARO 2020, AOC-4 and FEMA

CARO 2020

The Companies (Auditor's Report) Order, 2020 requires the statutory auditor to report on whether the company has complied with Sections 73 to 76 of the Companies Act, and to identify any amounts that ought to have been treated as deposits but were not. An adverse CARO observation followed by a mis-filed or unfiled DPT-3 creates an immediately visible inconsistency across the MCA records — one that will invite a Section 206 inquiry.

AOC-4

The annual accounts filing (AOC-4, due within 30 days of the AGM — typically by late October for companies holding their AGM by 30 September) discloses the outstanding deposit and exempted deposit position. The net worth and borrowing schedule in AOC-4 must reconcile to the rupee with what you disclose in DPT-3. File both from the same signed balance sheet dataset.

FEMA and ECB returns

A company that borrows in foreign currency (External Commercial Borrowing — ECB) must report outstanding ECB balances monthly via the ECB-2 return on the RBI's FIRMS portal. If the ECB is on-lent to an Indian subsidiary as an ICD, the subsidiary discloses it in DPT-3 at rupee equivalent using RBI's reference rate on 31 March 2026. The conversion rate used in DPT-3 must match the rate applied in the subsidiary's audited balance sheet. Inconsistency between ECB-2 amounts and DPT-3 disclosures draws scrutiny from both the RBI and the ROC.

Key Takeaways

• DPT-3 for FY 2025-26 is due by 30 June 2026 on MCA V3. File by the second week of June to allow buffer for portal errors and SRN rejection cycles.
• Every non-government company must file, even with a nil balance — a nil return is not optional.
• Rule 2(1)(c) is exhaustive: an amount either falls within a named exemption or it is a deposit. The 365-day appropriation rule on trade advances is the most commonly missed tripwire.
• Director loan declarations must be dated and signed before each tranche is received, not retrospectively compiled at year-end; a backdated declaration does not cure the timing defect.
• Engage your statutory auditor in early May for the certificate — a late-June request compresses their review and risks rejection due to documentation gaps.
• Non-filing attracts Section 450 penalties of Rs. 10,000 plus Rs. 1,000 per day; far more serious is reclassification under Section 73(2), which carries a minimum fine equal to the deposit amount and up to 7 years' imprisonment for officers in default.
• Reconcile DPT-3 with AOC-4 (annual accounts) and the CARO 2020 deposit clause before submitting either; the ROC's systems cross-reference all three, and a discrepancy is an automatic red flag.