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ROC Annual Filings

Keep Your Company in Good Standing

Every company and LLP files annual returns and financial statements with the Registrar, even in a year with no business. We track each due date, prepare the forms and tell you exactly what the company, the CA and the CS each need to do.

Every year

Core annual filings

  • AOC-4: financial statementsCompany
  • MGT-7 / 7A: annual returnCompany
  • DIR-3 KYCEvery 3 yrs
  • Form 11 & Form 8LLP
  • Every filing reviewed by a CA
  • One named CA, year after year
  • Confidential under the CA Act, 1949
  • Replies within 2 hours on working days
Who does what

Company, CA and CS: Each Has a Role

ROC compliance is shared work. The law sets out what the company must do itself, and what a Chartered Accountant or Company Secretary signs or certifies.

The Company

Board of directors and shareholders

  • Keep books of account

    Maintain books of account at the registered office for every financial year.

  • Hold board meetings

    At least 4 a year with no more than 120 days between them; 1 in each half of the calendar year for small companies and OPCs.

  • Approve the accounts

    The board approves the financial statements and the board’s report, and the directors sign them.

  • Hold the AGM

    Within 6 months of the year end (first AGM within 9 months of the end of the first financial year). Shareholders adopt the accounts and appoint or reappoint the auditor. OPCs are exempt.

  • Director KYC & disclosures

    Each director files DIR-3 KYC once every 3 financial years and discloses their interests (MBP-1) at the first board meeting of each year.

  • Sign and approve filings

    Directors review each form and sign it with their digital signature before it is filed.

Chartered Accountant

Accountant and statutory auditor

  • Prepare financial statements

    Balance sheet, profit and loss statement and notes, prepared from the books in the format required by Schedule III.

  • Statutory audit

    An independent CA audits the financial statements every year and issues the audit report, after giving written consent and a certificate of eligibility on appointment.

  • Certify AOC-4

    The financial-statements form is certified by a practising professional; a CA in practice is one of those who can certify it.

  • Income-tax return

    Prepare and file the company’s income-tax return, and the tax audit where it applies.

  • LLP accounts & Form 8

    Audit an LLP’s accounts above the limits, and certify Form 8 as a practising professional where required.

Under section 144, the statutory auditor cannot also keep the books of the same company, so the accounting CA and the auditing CA must be different.

Company Secretary

In-house CS, or a CS in practice

  • Sign the annual return

    MGT-7 is signed by a director and the CS; a company that is not a small company and has no CS needs a CS in practice to sign it.

  • Certify in MGT-8

    A CS in practice certifies the annual return in Form MGT-8 when paid-up capital is ₹10 crore or more, or turnover is ₹50 crore or more.

  • Meetings & minutes

    Notices, agendas and minutes of board meetings and the AGM, prepared as the secretarial standards require.

  • Statutory registers

    Registers of members, directors and other records the Act requires the company to keep.

  • Can certify AOC-4

    A CS in practice is also one of the professionals who can certify the financial-statements form.

A whole-time CS is mandatory for larger companies, for example a private company with paid-up capital of ₹10 crore or more. Most small companies use a CS in practice only where the law requires one.

Private limited & OPC

The Company Filing Year

Due dates for a company with a 31 March year end, and who prepares and who signs or certifies each one.

FormWhat it isDuePrepared bySigned / certified by
MSME-1Dues to micro & small suppliers outstanding over 45 days (if any)30 April and 31 October
CompanyCA
Company
DPT-3Return of deposits, or money received that is not treated as a deposit30 June
CA
CompanyCA
DIR-3 KYCKYC of every director holding a DIN, once every 3 financial years30 June after the 3rd year
Company
Company
AGMAnnual general meeting: shareholders adopt accounts, appoint auditor (not for OPCs)By 30 September
CSCompany
Company
ADT-1Notice of appointment or reappointment of the auditorWithin 15 days of the AGM
CompanyCS
Company
AOC-4Audited financial statements, board’s report and audit reportWithin 30 days of the AGM (OPC: 180 days of year end)
CA
CompanyCA
MGT-7 / 7AAnnual return (MGT-7A for OPCs and small companies)Within 60 days of the AGM
CS
CompanyCS
Company Directors / boardCA Chartered AccountantCS Company Secretary (in-house or in practice, where required)
LLP

LLP Annual Filings

An LLP has fewer filings and no AGM, but both forms are due every year.

Form 1130 May

Annual return of the LLP

Signed by: Designated partners; larger LLPs also need certification by a CS in practice

Form 830 October

Statement of Account & Solvency

Signed by: Designated partners, plus a practising CA, CS or CMA (except small LLPs)

AuditBefore Form 8

Statutory audit of accounts

Done by: A CA, if turnover exceeds ₹40 lakh or contribution exceeds ₹25 lakh

If a filing is missed

  • Company forms such as AOC-4 and MGT-7 attract an additional fee of ₹100 for every day of delay.
  • Continued default can lead to penalties on the company and its officers in default.
  • LLP forms attract ₹100 per day of delay.
  • A director who misses DIR-3 KYC has their DIN deactivated until the KYC is filed with the late fee.

What we handle for you

  • A compliance calendar with every form and due date for your company or LLP
  • Financial statements prepared from your books, in the required format
  • AOC-4, MGT-7/7A, ADT-1, DPT-3, MSME-1 and DIR-3 KYC prepared and filed
  • LLP Form 8 and Form 11 prepared, certified where required, and filed
  • Reminders to directors for board meetings, the AGM and their DIR-3 KYC
  • A clear note of when your company needs a CS in practice or a separate auditor
Common questions

ROC Filings, Answered

Straight answers to what directors ask about annual compliance.

Yes. Every company registered with the Ministry of Corporate Affairs must file its financial statements (AOC-4) and annual return (MGT-7 or MGT-7A) every year, even with little or no activity. An LLP must likewise file Form 11 and Form 8. The filing obligation comes from being registered, not from doing business.

Company forms such as AOC-4 and MGT-7 attract an additional fee of ₹100 for every day of delay, and continued default can lead to penalties for the company and its officers. LLP forms also attract ₹100 per day of delay. If a director misses the DIR-3 KYC, their DIN is deactivated until the KYC is filed with the late fee.

A whole-time Company Secretary is required only for larger companies, for example a private company with paid-up share capital of ₹10 crore or more. For smaller companies, the annual return is signed by a director; a Company Secretary in practice is needed to sign it for companies that are not small companies and have no CS of their own, and to certify it in Form MGT-8 for companies with paid-up capital of ₹10 crore or more or turnover of ₹50 crore or more. We tell you which applies to your company.

No. Under section 144 of the Companies Act, a company’s statutory auditor cannot also provide accounting and bookkeeping services to that company. So the Chartered Accountant who prepares your accounts and the one who audits them must be different. We tell you upfront which role we are taking for your company.

This information is general in nature and is not a substitute for advice on your specific case.

Get started

Book Free Consultation

Tell us about your company or LLP and a Chartered Accountant will reach out to set out your annual filings, their due dates and what each party needs to do. Your information is kept confidential and used only to respond to your enquiry.

  • Every filing reviewed by a Chartered Accountant
  • No obligation, an initial conversation about your needs
  • Handled securely and confidentially

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