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Business Operations

Corporate Secretarial Services

Practice01/06

Annual ROC Filings.

Note01
Forms AOC-4, MGT-7/MGT-7A, ADT-1, and triennial DIR-3 KYC filed on MCA V3 portal.
Index06 Practices
01Annual ROC Filings
02Board Meeting Support
03Statutory Registers
04Event-Based Filings
05General Meetings
06Compliance Revival

How We Support Your Corporate Compliance

Every company faces ongoing obligations under the Companies Act. Our secretarial services address each requirement systematically, from incorporation through annual filings.

Annual ROC Filings

Preparation and submission of Form AOC-4, MGT-7, ADT-1, and DIR-3 KYC. We track deadlines and compile documentation to meet MCA requirements.

Board Meeting Support

Notices, agendas, resolutions, and minutes drafted in accordance with Secretarial Standard-1. Attendance registers and procedural documentation maintained systematically.

Statutory Registers

Register of Members, Directors, Charges, and KMP maintained in prescribed formats. Entries authenticated and indexed as required under the Act.

Event-Based Filings

Director appointments, share allotments, capital changes, and registered office shifts filed with ROC within statutory deadlines using appropriate MCA forms.

General Meetings

AGM and EGM coordination including notice preparation, proxy management, poll procedures, and minutes documentation in compliance with Secretarial Standard-2.

Compliance Revival

Regularisation of overdue filings, penalty calculations, and restoration of defaulted compliance status. Support for companies with filing backlogs or inactive status.

Why Structured Secretarial Support Matters

Non-compliance carries consequences—penalties, director disqualification, and potential strike-off. Systematic secretarial management protects your company's legal standing and operational continuity.

  • Deadlines tracked centrally with advance alerts before due dates
  • Documentation prepared to withstand regulatory scrutiny and inspection
  • Director DIN status protected through timely KYC compliance
  • Corporate records audit-ready for investors, lenders, and authorities
  • Filing history maintained digitally for immediate retrieval
  • Penalty exposure reduced through proactive deadline management

Our Approach to Secretarial Compliance

Step 1

Compliance Assessment

We review your company's current filing status, statutory register condition, and pending obligations. This identifies gaps, overdue items, and upcoming deadlines requiring attention.

Step 2

Calendar Mapping

A compliance calendar is established covering annual filings, board meeting schedules, and director KYC renewals. You receive advance notifications before each due date.

Step 3

Documentation Preparation

We draft notices, resolutions, minutes, and statutory forms. All documents follow prescribed formats under the Companies Act and applicable Secretarial Standards.

Step 4

Filing & Authentication

Forms are filed electronically through the MCA portal with proper DSC certification. Statutory registers are updated and entries authenticated as required.

Step 5

Ongoing Monitoring

We track acknowledgements, monitor approval status, and maintain your compliance record. Any event-based requirements are flagged and addressed within statutory timelines.

Common Questions

  1. What does annual corporate compliance involve for a company in India?

    Every company incorporated under the Companies Act 2013 carries recurring obligations to the Ministry of Corporate Affairs, regardless of turnover or activity. These include holding board meetings and an annual general meeting, maintaining statutory registers, and filing the annual return and financial statements with the Registrar of Companies. Directors must also keep their KYC current. Separate obligations under income tax and GST run alongside these. We map the full set for your company and track each deadline.

  2. Is ROC filing mandatory, including for dormant or inactive companies?

    Yes. Annual filing with the Registrar of Companies is mandatory for every company registered under the Companies Act 2013, including dormant and inactive companies that carried out no business during the year. A company with no transactions still files its annual return and financial statements, and a company that has obtained dormant status files Form MSC-3. Skipping filings because the company was idle is a common and costly error, since penalties and disqualification still apply.

  3. Who is responsible for a company's ROC and secretarial compliance?

    Responsibility rests with the company's directors, and where applicable its Key Managerial Personnel, including the Company Secretary. The board must ensure that the annual return and financial statements are filed within the deadlines set by the Companies Act 2013. Directors who sign the filings carry personal exposure if obligations are missed. Many companies engage an outside professional to prepare and file the documents, but the legal duty remains with the directors. We handle preparation and filing while keeping the board informed.

  4. What are the main annual ROC forms, and when are they due?

    Four filings recur each year for most companies. Form ADT-1 records the auditor's appointment and is filed within 15 days of the annual general meeting. Form AOC-4 carries the financial statements and is due within 30 days of the AGM. Form MGT-7, or MGT-7A for small companies and one person companies, is the annual return, due within 60 days of the AGM. DIR-3 KYC keeps each director's details current. We prepare and file each on the MCA V3 portal with the required digital signatures.

  5. When must a company hold its Annual General Meeting?

    A company must hold its AGM within six months of the financial year end, which means by 30 September for a year ending 31 March. A newly incorporated company has nine months from the end of its first financial year to hold its first AGM. The gap between two AGMs cannot exceed fifteen months. The AGM date matters because the AOC-4, MGT-7 and ADT-1 deadlines are all counted from it. A One Person Company is not required to hold an AGM.

  6. What is DIR-3 KYC, and how often must directors file it now?

    DIR-3 KYC verifies the contact and identity details of every person holding a Director Identification Number. Under the Companies (Appointment and Qualification of Directors) Amendment Rules 2025, effective 31 March 2026, the earlier annual filing was replaced by a three-year cycle. A director holding a DIN as on 31 March must file Form DIR-3 KYC Web once every three consecutive financial years, on or before 30 June of the relevant year. Any change in mobile number, email or address must still be updated within 30 days. Missing it can deactivate the DIN.

  7. How many board meetings must a company hold each year?

    Under Section 173 of the Companies Act 2013, most companies must hold a minimum of four board meetings in a financial year, with no more than 120 days between two consecutive meetings. The first board meeting is held within 30 days of incorporation, and notice of at least seven days is given to every director. Under Section 174, the quorum is one third of the total directors or two directors, whichever is higher. Small companies and One Person Companies may hold fewer meetings.

  8. What are Secretarial Standards SS-1 and SS-2?

    Secretarial Standards are procedural rules issued by the Institute of Company Secretaries of India and made mandatory under Section 118(10) of the Companies Act 2013. SS-1 governs the conduct of board meetings, covering notice, agenda, quorum and minutes. SS-2 governs general meetings such as the AGM and extraordinary general meetings. Following these standards keeps meeting documentation consistent and able to withstand inspection. We draft notices, resolutions and minutes to these standards.

  9. Which statutory registers must a company maintain, and where are they kept?

    The Companies Act 2013 requires several registers, including the Register of Members (Section 88), the Register of Directors and Key Managerial Personnel (Section 170), and the Register of Charges (Section 85). Depending on activity, registers of contracts and of loans and investments may also apply. Under Section 94 they are kept at the registered office, and may be held elsewhere only by a special resolution of members. Members and directors may inspect them, and most registers are preserved permanently.

  10. What event-based filings are required when company details change?

    Beyond the annual cycle, certain corporate events trigger their own filings within set deadlines. A change in directors is filed in Form DIR-12, an allotment of shares in Form PAS-3, a change in authorised capital in Form SH-7, the creation or modification of a charge in Form CHG-1, and a shift of registered office in Form INC-22. Each has a statutory time limit, often 15 or 30 days from the event. We flag these events and file within the window to avoid additional fees.

  11. What is the difference between the annual return and the financial statements?

    These are two separate annual filings that owners often merge. The financial statements, filed in Form AOC-4, present the company's balance sheet, profit and loss account, and the directors' and auditor's reports for the year. The annual return, filed in Form MGT-7 or MGT-7A, is a snapshot of the company's structure: its shareholding, directors and registered particulars. One reports the finances; the other reports the corporate composition. Both are required, with different due dates measured from the AGM.

  12. Do small companies and One Person Companies have lighter compliance?

    Yes, the Companies Act 2013 gives them relaxations. Small companies and One Person Companies file the abridged annual return Form MGT-7A instead of MGT-7. A One Person Company is not required to hold an AGM, and both can hold fewer board meetings, with at least one in each half of the year and a gap of at least 90 days between them. The core filings of financial statements, annual return and director KYC still apply. We confirm which relaxations your company qualifies for.

  13. What is the penalty for late ROC filing?

    Late annual filings carry an additional fee of Rs 100 per day, per form, for AOC-4 and MGT-7, and this fee runs without an upper limit until the form is filed. Event-based forms attract escalating additional fees based on the length of the delay. Beyond the monetary cost, prolonged default can lead to director disqualification and removal of the company from the register. Filing on time is far less expensive than regularising a backlog later.

  14. When can a director be disqualified for non-compliance?

    Under Section 164(2) of the Companies Act 2013, a director of a company that fails to file its financial statements or annual returns for three continuous financial years is disqualified. The disqualification lasts five years and extends to other companies where the person serves as a director. The director's DIN is affected as well. This is one of the more serious consequences of letting filings lapse, and it can be difficult to reverse once triggered.

  15. What happens when a company is struck off, and can it be restored?

    If a company does not file for an extended period or does not commence business, the Registrar can remove its name from the register under Section 248 of the Companies Act 2013, after which the company cannot legally operate. Restoration is possible by applying to the National Company Law Tribunal under Section 252, generally within three years of the strike-off order. On a successful order, the company files it in Form INC-28, clears its overdue filings and fees, and is then treated as if it had never been struck off.

  16. How does a company regularise overdue filings without being struck off?

    A company that is still on the register but behind on its filings can bring itself current by filing each overdue Form AOC-4 and MGT-7 for the affected years, together with the additional fees that have accrued. The additional fee runs at Rs 100 per day, per form, without an upper limit, so a multi-year backlog can become costly. From time to time the Ministry of Corporate Affairs opens a facilitation or condonation scheme that lets companies clear overdue filings at a fraction of the usual additional fees within a limited window, so we check whether such a scheme is open before filing. We assess the backlog, compute the fees, and file the pending forms in the correct sequence to restore active compliance status.