Form DPT-3 — Return of Deposits

Form DPT-3 is the annual MCA return that catches almost every private limited company off guard. The form was originally meant for companies that accept public deposits — a small sliver of the corporate landscape. After the 22 January 2019 amendment to the Deposit Rules, its scope quietly expanded to cover nearly every credit balance on a company's books: loans from directors, shareholder advances, pending share application money, customer advances older than 365 days, and inter-corporate deposits.

That single rule change turned DPT-3 into a universal filing. A bootstrapped startup with one director loan, an OPC funded by promoter top-ups, a Pvt Ltd holding security deposits from vendors — all of them owe an annual DPT-3 by 30 June. Miss it, and the ROC clock starts ticking with additional fees that compound up to twelve times the base. We file it for you with the auditor certificate, the classification working, and a clean board resolution backing the return.

At a Glance

• Who files: Every company registered under Companies Act 2013 — Pvt Ltd, Public, OPC, Section 8 — except government companies and certain NBFC / HFC categories.
• Governing law: Rule 16 of Companies (Acceptance of Deposits) Rules 2014, read with Section 73 of the Companies Act 2013.
• Due date: 30 June each year, for outstanding balances as on 31 March of the same calendar year.
• Auditor certificate: Mandatory attachment certifying the 31 March outstanding balance — non-negotiable, no form approval without it.
• Coverage: Deposits AND non-deposit receipts — director loans, shareholder loans, customer advances, ICDs, share application money, ECBs, security deposits.
• Filing portal: MCA V3 portal, signed with director DSC and the DSC of the signing professional.
• Turnaround: 7-12 working days end-to-end with auditor certificate; same-day filing once the certificate is in hand.

What's New for FY 2026-27

A few procedural shifts have settled in over the last two filing cycles and shaped how the form is now lodged.

• V3 portal stable: DPT-3 lives entirely on MCA V3. The old V2 form has been retired and pre-filling pulls data directly from your master data and previous filings.
• Tighter validation: V3 catches mismatches between trial balance figures and form fields at upload. Approximate numbers no longer slip through; the rupee-paise must reconcile to the auditor certificate.
• Structured auditor certificate: The certificate now follows a template aligning line-by-line with the form fields, reducing back-and-forth at ROC and cutting resubmissions.
• Penalty trend: ROC offices in Delhi, Mumbai and Bengaluru have begun issuing show-cause notices for missed DPT-3 even in years where the company had nothing material to report — making the Nil return effectively mandatory.
• DPDP Act overlay: Personal data of directors and shareholders disclosed in DPT-3 working papers must be handled per the Digital Personal Data Protection Act 2023; we limit storage and access accordingly.

Why Even "We Have No Deposits" Companies File DPT-3

The most common misconception is that DPT-3 only applies if a company has formally accepted public deposits. The 2019 amendment broke that assumption permanently.

• One director loan triggers it: A single ₹50,000 loan from a director sitting on the books at 31 March requires a DPT-3 by 30 June of the next calendar year.
• Shareholder loans in Pvt Ltd: Loans from shareholders in a private limited company are not deposits, but they are non-deposit receipts and must be reported on DPT-3.
• Share application pending: If you received share application money and have not allotted shares within 60 days (and not refunded within the next 15 days), the amount becomes a deposit and must be reported.
• Customer advances aging out: Customer advances older than 365 days lose their advance character and become reportable receipts on DPT-3.
• Security deposits from vendors: Trade security deposits, refundable on contract termination, are non-deposit receipts and feature in the return.
• Nil filings now expected: Even where the company has zero credits in any category, a Nil DPT-3 is the safest annual practice — it closes the matter for the year on the public record.

How It Actually Works

We run DPT-3 as a six-step engagement, beginning in mid-April so the form is lodged well ahead of the 30 June deadline.

Step 1: Books Lock at 31 March

We lock the trial balance and pull every credit line item — loans, advances, share application money, security deposits, ECBs. Each line is tagged with its origin (director, shareholder, customer, related party, bank) and its date of first receipt. Bank statements are cross-checked against ledger entries so nothing is missed and nothing is duplicated.

Step 2: Classification Per Rule 2(1)(c)

Every credit is run through the deposit / non-deposit classification under Rule 2(1)(c) of the Deposit Rules. Director loans need a written declaration that the funds are from own sources; shareholder loans in private companies are non-deposits; customer advances are tested against the 365-day clock; share application money against the 60+15 day window.

Step 3: Auditor Certificate

Your statutory auditor furnishes the 31 March outstanding-balance certificate in the prescribed format. We coordinate this directly with the audit team and provide the classified working so the certificate matches the form line items exactly. First-time submission is the rule; resubmission is the exception.

Step 4: Form Preparation

DPT-3 is populated on the V3 portal with classified receipt categories, outstanding amounts, particulars of each lender or depositor where required, and the auditor's certificate attached. A board resolution authorising the filing is drafted and signed by the directors before submission.

Step 5: Portal Submission

The form is uploaded with the director's DSC and the signing professional's DSC. SRN is generated, the prescribed fee paid, and the acknowledgement preserved with timestamp in your compliance vault. The PDF of the lodged form is shared the same day for your records.

Step 6: Approval and Tracker Update

ROC processes the form within 3-7 working days. Once approved, your compliance tracker is updated with next year's 30 June reminder alongside AOC-4, MGT-7 and DIR-3 KYC milestones, so the cadence holds without depending on memory.

A Real Example: Bootstrapped Pvt Ltd with Director Loans

Consider Acme Tech Pvt Ltd, a two-director SaaS startup in its third year. At 31 March 2026, its books carry the following credit balances:

• Director loan from Director A: ₹15,00,000 received in tranches over FY 2025-26, no formal agreement yet on file.
• Director loan from Director B: ₹8,00,000 received in February 2026 as a bridge to the next funding round.
• Share application money: ₹5,00,000 received 15 March 2026 from an angel investor; allotment scheduled for May 2026.
• Customer advances: ₹2,50,000 from three customers, all received in February and March 2026 against annual SaaS plans.
• Trade security deposit: ₹50,000 from one vendor against a hardware lease arrangement.

For the DPT-3 due 30 June 2026, both director loans (₹23 lakh combined) are reported as non-deposit receipts after each director signs the own-funds declaration. The ₹5 lakh share application is reported as a non-deposit receipt since the 60-day allotment window is still open. The customer advances and security deposit are reported under their respective heads. The auditor certifies the total ₹26 lakh outstanding as on 31 March 2026. Acme files DPT-3 in early June with no additional fee, no notice, no exposure — and a clean board resolution on file.

What Counts and What Doesn't

The classification step is where most DPT-3 filings go wrong. The list below covers the recurring categories we see.

• Director loans: Non-deposit receipt, reportable, requires own-funds declaration from the director — signed and dated before the loan is received.
• Shareholder loans in Pvt Ltd: Non-deposit receipt in private companies, reportable on DPT-3.
• Shareholder loans in Public Ltd: These ARE deposits and are heavily restricted — separate Rule 4 compliance applies and most public companies do not accept them.
• Share application money: Non-deposit if allotted within 60 days or refunded within the following 15; deposit thereafter, with full Rule 4 consequences.
• Customer advances: Non-deposit if linked to goods or services to be supplied within 365 days; deposit thereafter.
• Inter-corporate loans: Non-deposit receipt, reportable, subject to Section 186 compliance on the lender's books separately.
• Bank loans and CC limits: Excluded — banking sector advances are not deposits and do not feature in DPT-3.
• External Commercial Borrowings: Reportable as a separate category if outstanding at 31 March, with ECB approval reference attached.

If you cannot defend the classification in writing with a supporting document, treat the receipt as a deposit and seek Rule 4 compliance — the cost of a wrong classification is far higher than the cost of compliance.

Where DPT-3 Goes Wrong

A handful of recurring failure modes account for most of the DPT-3 notices that land on our desk.

• Treating it as a deposit-only form: The single biggest cause of missed filings. The 2019 amendment is now seven years old and is still not universally understood at the founder and finance-team level.
• Skipping Nil filings: Companies with no outstanding receipts skip DPT-3, then receive ROC notices when MCA master data flags the gap. Always file Nil — the form costs little and closes the year cleanly.
• Director loan without declaration: A director loan without a signed own-funds declaration is, technically, a deposit. The declaration must be on file before the loan is received, not retrofitted at year-end.
• Share application aging out: A 60-day window quietly expires while everyone is focused on closing the round. The day-61 receipt becomes a deposit with all of Rule 4 attached.
• Mismatch with audit report: DPT-3 figures differ from the audit report because the auditor included a March receipt the form excluded, or vice versa. V3 validation flags this and the form is held up.
• Wrong CIN, PAN or DSC: V3 catches obvious errors, but mismatched director DIN or stale email IDs still cause rejections — director KYC must be current at the moment of filing.
• Missed annual cadence: A single missed DPT-3 in one year compounds into a multi-year clean-up with cumulative additional fees, often combined with a Section 73 read-with Rule 21 notice.

What You Receive at the End

• DPT-3 acknowledgement with SRN and timestamp from MCA V3
• Auditor certificate of outstanding deposits and non-deposit receipts as on 31 March
• Classification working showing every receipt mapped to deposit or non-deposit categories
• Board resolution authorising the DPT-3 filing, signed by directors
• Director own-funds declarations on file for every director loan reported
• Share application money ageing schedule with the 60-day clock tracked
• Customer advance ageing schedule with the 365-day clock tracked
• Compliance tracker updated with next year's 30 June reminder plus AOC-4, MGT-7 and DIR-3 KYC milestones
• Soft-copy archive of the working file, certificate, and acknowledgement for audit and diligence reference

How to Get Started

Share your CIN and a trial balance as at 31 March 2026 with our team in early April. We send across a request list — loan agreements, share application records, customer advance ageing, vendor security deposit ledger, statutory auditor contact and director DSCs. The classification working is built within the first week, the auditor certificate is coordinated in parallel, and the form is on the V3 portal well before 30 June.

If you are catching up on missed DPT-3 filings from earlier years, share the years missed and your audited financials for each of those years. We compute the cumulative additional fee, draft a backdated board resolution ratifying the delay, and lodge the cure filings in sequence. Your MCA master data is restored to a clean state, and the next year's DPT-3 lands on time without any overhang.