Annual ROC Compliance for a Private Limited Company: Due Dates, Forms and Penalties
A checklist of annual ROC compliances for Private Limited Companies: AGM, AOC-4, MGT-7, board meetings, penalties for delay and the risk of strike-off.
A founder in Gachibowli runs a company that earned its first revenue last year and has not thought about the ROC since the Certificate of Incorporation. Then a notice arrives about a delayed filing. Annual compliance is not optional, even if the company has no turnover.
Short answer: every Private Limited Company, including a dormant or loss-making one, must hold board meetings, get its accounts audited, hold an annual general meeting (AGM), and file financial statements (Form AOC-4) and the annual return (Form MGT-7 or MGT-7A) with the Registrar of Companies. Delay attracts additional fees, and prolonged default can lead to director disqualification and strike-off.
Annual compliance calendar
| Requirement | Provision | Timeline |
|---|---|---|
| Board meetings | Section 173 | At least four a year, with a gap of not more than 120 days between two meetings |
| AGM | Section 96 | Within six months of the financial year end; first AGM within nine months of the first financial year end |
| Financial statements (AOC-4) | Section 137 | Within 30 days of the AGM |
| Annual return (MGT-7 or MGT-7A) | Section 92 | Within 60 days of the AGM |
| Return of deposits (DPT-3) | Companies (Acceptance of Deposits) Rules | By 30 June (confirm) |
| Auditor appointment (ADT-1) | Section 139 | Within the time prescribed after appointment |
Annual checklist
Other compliances alongside ROC filings
- Income tax: return and, where applicable, audit report (confirm current due dates and the new Act’s schedule).
- TDS and GST: monthly or quarterly returns as applicable.
- Director KYC: as per the current MCA schedule (confirm).
- Statutory registers and minutes: maintained on an ongoing basis.
Penalties and consequences
- Additional fee for delay: filings made late attract an additional fee under section 403 and the Companies (Registration Offices and Fees) Rules, which grows with the delay (confirm the current amount).
- Director disqualification: if a company fails to file financial statements or annual returns for three consecutive financial years, its directors can be disqualified under section 164(2) for five years.
- Strike-off: a company not carrying on business or operations for two consecutive years can be struck off under section 248.
If your company is new, see company incorporation in Hyderabad for post-incorporation steps.
ROC compliance for startups in Hyderabad
ROC filings are made online on the MCA portal, so compliance works the same for a company in Kondapur or Hitech City. What changes is the volume of paperwork: a startup with ESOPs, new shareholders or foreign investors has additional filings, such as PAS-3 for allotments, that should be tracked through the year.
Why work with ComplianceKart
ComplianceKart is a boutique practice bringing Chartered Accountants, Company Secretaries and advocates under one roof. Think of a multi-speciality hospital: you walk in with one concern, and the physician, the radiologist and the surgeon coordinate on your case instead of you running between three clinics. Annual company compliance works the same way, because it touches company law, tax, banking and contracts at once, and a single coordinated team keeps those pieces consistent.
We do not guarantee approvals or timelines, since those depend on the regulator and on your documents. What we can do is prepare the filings carefully, tell you what is likely to be queried and keep you informed at each step.
Talk to us: WhatsApp 99595 36391 | Call 9959536391 | team@compliancekart.com | compliancekart.com
Frequently asked questions
Do I need to file ROC returns if there is no turnover?
Yes. A company must file financial statements and annual returns every year, whether or not it has operations.
What is the difference between MGT-7 and MGT-7A?
MGT-7A is the abridged annual return for small companies and One Person Companies. Other companies file MGT-7.
Can the AGM be held at a short notice?
Only with the consent required under section 101. Plan to follow the standard notice period.
What if I miss a deadline?
File as soon as possible. Additional fees apply and increase with delay.
Is audit mandatory for a small company?
Yes. Every company must appoint an auditor and have its accounts audited under the Companies Act.
Sources
- Ministry of Corporate Affairs: Companies Act, 2013 (sections 92, 96, 137, 139, 164, 173, 248, 403) and applicable rules.
This article is general information as on 16 October 2026 and is not advice on your specific facts. Rules, fees, thresholds and portals change, so confirm current requirements on the official source before acting.
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