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Corporate Compliance

ROC Compliance for Companies & LLPs

Indian companies must file annual return MGT-7 or MGT-7A, financial statements AOC-4, auditor appointment ADT-1, DPT-3 deposits return, MSME-1 half-yearly returns and DIR-3 KYC every year on the MCA V3 portal. LLPs file Form 11 by 30 May and Form 8 by 30 October. Event-based filings like PAS-3, SH-7, CHG-1, DIR-12 and INC-22 must be filed within 30 days of the trigger. Late filing carries ₹100 per day per form plus form-specific penalties and may lead to RoC strike-off action.

Mayank WadheraMayank Wadhera
Published: 20 Sept 2023
Updated: 16 May 2026
3 min read
ROC Compliance for Companies & LLPs
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End-to-end ROC compliance for Indian companies and LLPs in FY 2025-26 — annual filings, event-based forms, MCA V3 calendar and penalty schedule.

The Registrar of Companies (RoC) is the front office for almost every corporate compliance event in India. With the MCA V3 portal now the sole filing platform and Budget 2026 raising the stakes for clean filing histories, every company and LLP needs a calendar-driven view of RoC obligations. This guide consolidates the annual, event-based and periodic compliances for both structures.

Annual Compliance for Private and Public Companies

  • Conduct the AGM within 6 months from financial year-end (by 30 September 2026 for FY 2025-26)
  • AOC-4: file financial statements within 30 days of AGM
  • MGT-7 / MGT-7A: file annual return within 60 days of AGM
  • ADT-1: file auditor appointment within 15 days of appointment / re-appointment
  • DIR-3 KYC: every director by 30 September 2026
  • DPT-3: return of deposits and outstanding loans by 30 June 2026
  • MSME-1: half-yearly return of dues outstanding to MSMEs by 30 April and 30 October

Annual Compliance for LLPs

  • Form 11: annual return of LLP by 30 May 2026
  • Form 8: statement of accounts and solvency by 30 October 2026
  • ITR-5: income tax return — by 31 July (no audit) or 31 October (audit) 2026
  • Tax audit under Section 44AB if turnover exceeds ₹1 crore for business or ₹50 lakh for profession

Event-Based Filings

These are triggered by specific corporate actions and have short windows. Missing them attracts ₹100 per day late fee and can also be quoted in regulatory adverse-reporting orders.

  • PAS-3: return of allotment of shares within 30 days of allotment
  • SH-7: alteration of share capital within 30 days
  • CHG-1 / CHG-9: creation or modification of charge within 30 days
  • DIR-12: change in directors within 30 days
  • INC-22: change of registered office within 30 days
  • MGT-14: filing of board / special resolutions within 30 days
  • BEN-2: significant beneficial ownership declarations
  • INC-20A: declaration of commencement of business within 180 days of incorporation

FY 2025-26 Compliance Calendar at a Glance

  1. 30 April 2026: MSME-1 (half-yearly) for October-March outstanding
  2. 30 May 2026: LLP Form 11
  3. 30 June 2026: DPT-3 deposit return
  4. 30 September 2026: AGM, DIR-3 KYC
  5. 30 October 2026: AOC-4 (companies), Form 8 (LLPs), MSME-1 (April-September), ITR (audit cases)
  6. 29 November 2026: MGT-7 / MGT-7A for companies

Penalties to Plan Around

Most RoC forms attract an additional fee of ₹100 per day with no upper cap, multiplied per form per day of delay. Specific forms add company-level and officer-level penalties — for example, MGT-7 carries up to ₹50,000 + ₹500/day on officers and DIR-3 KYC blocks the DIN until a ₹5,000 fee is paid. Persistent default for two consecutive years can lead to RoC strike-off under Section 248.

MCA V3 Portal Essentials

  • All e-forms now use the MCA V3 'web-based' format with auto-fill from master data
  • DSC of authorised signatory and a professional certifier is required for most forms
  • OTP-based authentication for partner / director consents in many forms
  • Real-time tracking of SRN status and challan payment under 'My Workspace'
  • Linked Aadhaar-based eMudhra OTP for partner KYC in LLP forms

Conclusion

RoC compliance is fundamentally a calendar and documentation discipline. Build a 12-month forward calendar with one owner per form, run a monthly compliance status meeting, and pre-stage data and DSCs before due dates. A clean MCA filing track record is one of the highest-leverage assets a company can build — it unlocks finance, M&A, listing and investor confidence with minimal effort.

Frequently Asked Questions

What are the main annual ROC filings for a private company?
Annual filings include AOC-4 for financial statements within 30 days of the AGM, MGT-7 or MGT-7A for the annual return within 60 days, ADT-1 for auditor appointment within 15 days, DIR-3 KYC by 30 September, DPT-3 for deposits by 30 June, and MSME-1 half-yearly returns.
When does an LLP file Form 11 and Form 8?
LLPs must file Form 11, the annual return, by 30 May 2026 for FY 2025-26 and Form 8, the statement of accounts and solvency, by 30 October 2026. Both are filed on the MCA V3 portal with DSCs of designated partners and certification by a practising professional.
What is DPT-3 and who files it?
DPT-3 is the return of deposits and outstanding loans, mandatorily filed by every company except a government company. It captures both deposits accepted and amounts that are not deposits but are outstanding. The form is due by 30 June every year for the prior financial year.
What is the penalty for missing event-based filings?
Event-based forms such as PAS-3, CHG-1, DIR-12 and INC-22 must be filed within 30 days of the trigger event. Delay attracts an additional fee of ₹100 per day per form without any maximum cap, and many forms carry separate penalties on the company and on officers in default.
Mayank Wadhera
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