ROC Annual Filing Guide 2026: AOC-4, MGT-7 & Due Dates
Complete guide to ROC annual filing for Indian companies and LLPs — forms, deadlines, penalties, and process.
ROC annual filing is a mandatory yearly obligation for every private limited company and LLP registered in India, regardless of turnover or business activity. The two core company forms — AOC-4 (financial statements) and MGT-7 or MGT-7A (annual return) — must be filed with the Registrar of Companies within fixed windows after the Annual General Meeting (AGM), and missing them triggers a steep additional government fee that compounds daily, not a flat penalty.
Key takeaways
- AOC-4 (financial statements) is typically due within 30 days of the AGM; MGT-7/MGT-7A (annual return) within 60 days of the AGM.
- AGM itself must be held within 6 months of the financial year-end (by 30 September for a 31 March year-end), except for the first AGM.
- Additional filing fee for delay is ₹100 per day per form, with no upper cap — small delays become expensive quickly.
- LLPs follow a separate calendar: Form 11 by 30 May and Form 8 by 30 October, unrelated to the company AGM cycle.
What ROC Annual Filing Covers
Every company incorporated under the Companies Act, 2013 must file its audited financial statements and annual return with the Registrar of Companies each year, even if the company had zero transactions or is a dormant shell. This is separate from income tax return filing — ROC compliance is a company-law obligation tracked by the Ministry of Corporate Affairs, while ITR filing is a tax obligation tracked by the Income Tax Department. Both are mandatory and independent of each other.
Key ROC Forms and Due Dates
| Form | Purpose | Typical Due Date |
|---|---|---|
| AOC-4 / AOC-4 (XBRL) | Filing audited financial statements | Within 30 days of AGM |
| MGT-7 / MGT-7A | Annual return (MGT-7A for small companies/OPCs) | Within 60 days of AGM |
| DPT-3 | Return of deposits/loans outstanding | By 30 June each year |
| ADT-1 | Auditor appointment intimation | Within 15 days of AGM |
| DIR-3 KYC | Director KYC update | By 30 September each year |
The AGM itself must be held within six months of the financial year’s close for most companies (by 30 September for companies following an April-March year), except the first AGM after incorporation, which has a longer window.
Step-by-Step ROC Annual Filing Process
- Step 1: Finalise and get the financial statements audited by a chartered accountant before the AGM.
- Step 2: Hold the AGM (or pass a resolution for a private company opting out of a physical AGM where permitted) and approve the financial statements.
- Step 3: File ADT-1 for auditor appointment within 15 days of the AGM, if applicable.
- Step 4: File AOC-4 with financial statements within 30 days of the AGM.
- Step 5: File MGT-7 or MGT-7A with the annual return within 60 days of the AGM.
- Step 6: Complete DIR-3 KYC for all directors and DPT-3 for deposit/loan disclosures by their respective annual deadlines.
Penalties for Missing ROC Deadlines
Delayed filing of AOC-4 or MGT-7 attracts an additional fee of ₹100 per day per form with no upper limit, so a three-month delay can cost far more than the original filing fee combined. Persistent non-filing over multiple years can lead to the company being marked as a defaulting company, disqualification of directors from holding directorships in other companies for up to five years, and in serious cases, the company being struck off the register by the Registrar.
Common Mistakes to Avoid
- Assuming a dormant or zero-revenue company is exempt from ROC filing — it is not
- Confusing income tax return deadlines with ROC filing deadlines, which run on separate calendars
- Filing AOC-4 without getting the auditor’s report and financial statements finalised first
- Forgetting DIR-3 KYC for directors, which can deactivate their DIN and block all future filings until resolved
- Not tracking the AGM date carefully, since both AOC-4 and MGT-7 deadlines are calculated from it
Relaxations for Small Companies and OPCs
Small companies (paid-up capital up to ₹4 crore and turnover up to ₹40 crore, per current thresholds) and One Person Companies benefit from simplified compliance: they file the abridged MGT-7A annual return instead of the full MGT-7, can hold only two board meetings per year instead of four, and in many cases benefit from lower additional-fee exposure structures. OPCs are also exempt from holding an AGM altogether, since board approval of financial statements suffices, though AOC-4 and MGT-7A filing deadlines are still calculated using the same post-financial-year-end framework rather than being AGM-linked for OPCs specifically.
How ComplianceKaro Helps
We manage your entire ROC annual compliance calendar — AGM documentation, AOC-4, MGT-7, DIR-3 KYC, and DPT-3 — alongside accounting and bookkeeping so your financial statements are ready well before the AGM. If you also need income tax filing, see our ITR filing campaign. Book a free consultation to get your ROC filings on track.
FAQ
Is ROC annual filing required even if my company had no business activity?
Yes. Every registered company must file AOC-4 and MGT-7 annually regardless of turnover or activity, until it is formally struck off or dissolved.
What is the difference between MGT-7 and MGT-7A?
MGT-7A is a simplified annual return form specifically for small companies and One Person Companies (OPCs), while MGT-7 applies to all other companies with more detailed disclosure requirements.
Do LLPs have the same ROC deadlines as companies?
No. LLPs file Form 11 (Annual Return) by 30 May and Form 8 (Statement of Account and Solvency) by 30 October each year, which is a different calendar from the AGM-linked company deadlines.
Stay ahead of ROC deadlines. Book a free consultation and let ComplianceKaro manage your annual filing calendar end-to-end.
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