Every private limited company registered in India carries a fixed set of Registrar of Companies (ROC) filings each year, and almost all of them hang off a single anchor date: the Annual General Meeting (AGM). Miss the AGM window and the downstream due dates for AOC-4, MGT-7, and ADT-1 all shift with it. Miss the filings themselves and the late fee meter runs at a flat rate per day, per form, with no upper cap, until you file.
This calendar lays out the full annual ROC cycle for a private limited company: which forms are due, the Companies Act 2013 section behind each one, how the due date is calculated from the AGM, the fee and late-fee structure, and the one-off CCFS-2026 amnesty window that closes 15 July 2026. Use it as the standing reference for your company secretary or finance team. The dates below assume FY 2025-26 (financial year ended 31 March 2026) with filings falling due in calendar year 2026.
How to Use This Calendar
- The AGM is the pivot. AOC-4, MGT-7, and ADT-1 due dates are all counted in days from the AGM date, not from a fixed calendar date. Hold the AGM earlier and every downstream deadline moves earlier too.
- DIR-3 KYC and DPT-3 are fixed-date filings. They do not move with the AGM. DIR-3 KYC is tied to 30 September and DPT-3 to 30 June.
- The cycle repeats every financial year. Read every "FY 2025-26" reference as a template you re-apply each year, advancing the years by one.
- OPCs and small companies have variants. One Person Companies file MGT-7A and skip the AGM; small companies file MGT-7A as well. Confirm your company's status each year before picking the form.
- All dates assume a working day. If a due date falls on a Saturday, Sunday, or MCA-notified holiday, confirm the portal position before relying on a shift to the next working day.
The Five Annual ROC Filings at a Glance
| Form | Purpose | Statutory due date | Section / Rule |
|---|---|---|---|
| DPT-3 | Annual return of deposits and outstanding loans/receipts | 30 June | Rule 16, Companies (Acceptance of Deposits) Rules 2014 |
| DIR-3 KYC | Annual KYC of every DIN holder | 30 September | Rule 12A, Companies (Appointment and Qualification of Directors) Rules 2014 |
| ADT-1 | Intimation of auditor appointment | Within 15 days of AGM | Section 139(1) |
| AOC-4 | Filing of audited financial statements | Within 30 days of AGM | Section 137 |
| MGT-7 / MGT-7A | Annual return | Within 60 days of AGM | Section 92 |
These five filings are the recurring core. Event-based filings (director changes, share allotments, charge creation) sit outside this annual cycle and are covered separately below.
The AGM: Your Anchor Date (Section 96)
Under Section 96 of the Companies Act 2013, every private limited company other than a One Person Company must hold an AGM each financial year. The AGM is where members adopt the audited financial statements, and it sets the clock for the three filings that follow.
| Scenario | AGM due date |
|---|---|
| Company incorporated before 1 April 2025 (FY 2025-26) | On or before 30 September 2026 |
| Newly incorporated company (first AGM) | Within 9 months of the end of the first financial year |
| Gap between two consecutive AGMs | Not more than 15 months |
The AGM must be held during business hours (09:00 to 18:00), on a day that is not a national holiday, at the registered office or another place within the same city, town, or village. Members must be given at least 21 clear days' notice.
The practical takeaway: the 30 September AGM ceiling is the latest permitted date, not a target. Holding the AGM on 30 September pushes AOC-4 to 30 October and MGT-7 to 29 November, compressing the entire filing season into the busiest two months on the MCA portal. Holding the AGM in August spreads the load.
Form AOC-4: Audited Financial Statements (Section 137)
AOC-4 is the filing of the company's audited financial statements with the ROC: the balance sheet, profit and loss account, cash flow statement (where applicable), the director's report, and the auditor's report.
| Item | Requirement |
|---|---|
| Due date | Within 30 days of the AGM (30 October 2026 if AGM is on 30 September 2026) |
| Section | Section 137, Companies Act 2013 |
| Form variants | AOC-4 (standalone), AOC-4 CFS (consolidated), AOC-4 XBRL (listed companies, paid-up capital Rs 5 crore and above, or turnover Rs 100 crore and above), AOC-4 NBFC |
| Attachments | Audited financials, director's report, auditor's report, CARO 2020 report where applicable, CSR report where applicable |
| Signed by | A director plus a practising CA, CS, or CMA |
| Portal | MCA V3 |
Because AOC-4 carries the financial statements, the audit must be complete before you can file. Build backward from the 30-day window: the statutory audit needs to be finished and the board needs to approve the accounts before the AGM, so the audit timeline, not the filing date, is usually the binding constraint.
Form MGT-7 / MGT-7A: Annual Return (Section 92)
MGT-7 captures the company's shareholding pattern, directorships, changes during the year, and compliance declarations as at the financial year-end.
| Item | Requirement |
|---|---|
| Due date | Within 60 days of the AGM (29 November 2026 if AGM is on 30 September 2026) |
| Section | Section 92, Companies Act 2013 |
| Small company / OPC variant | MGT-7A (abridged form) |
| Signed by | A director; plus a practising company secretary for companies with paid-up capital Rs 10 crore and above or turnover Rs 50 crore and above |
A "small company" under Section 2(85), as revised by MCA notification dated 15 September 2022, is one with paid-up capital up to Rs 4 crore and turnover up to Rs 40 crore. Most early-stage private limited companies qualify and file MGT-7A. Small-company status must be re-confirmed each year: if your paid-up capital or turnover crossed the threshold during FY 2025-26, the full MGT-7 applies for that year's return.
Form ADT-1: Auditor Appointment Intimation (Section 139)
After every AGM at which an auditor is appointed or re-appointed, ADT-1 must be filed to intimate the ROC.
| Item | Requirement |
|---|---|
| Due date | Within 15 days of the AGM |
| Section | Section 139(1), read with Rule 4(2) of the Companies (Audit and Auditors) Rules 2014 |
| Applies to | Subsequent auditor appointed at the AGM for a five-year term, and casual vacancy filling |
| First auditor | Appointed by the Board within 30 days of incorporation under Section 139(6); confirmed at the first AGM |
A common error is treating ADT-1 as a first-appointment-only filing. Re-appointment of the existing auditor for a further term still requires ADT-1 within 15 days of the AGM. The 15-day window is the tightest of the post-AGM filings, so it is the easiest one to lose track of.
DIR-3 KYC: Director KYC (Rule 12A)
Every individual holding a Director Identification Number (DIN) must periodically authenticate their contact details with MCA. The standing due date is 30 September each year for DIN holders allotted on or before 31 March of that year.
| Variant | When to use |
|---|---|
| DIR-3 KYC Web | Routine annual refresh when no details have changed |
| DIR-3 KYC e-Form | First-time KYC, when details have changed, or for reactivation after a missed deadline |
Filing on or before 30 September carries no fee. Filing late attracts a flat Rs 5,000 per DIN, and the DIN is deactivated on the due date until the late fee is paid and the form processed. A point of note for FY 2025-26: MCA has moved the routine cycle from annual to once every three financial years (amendment notified 31 December 2025, effective 31 March 2026), but every DIN holder as at 31 March 2026 still has a mandatory transitional filing due by 30 September 2026. Any change in mobile, email, or address must be reported separately through DIR-6 within 30 days. For the full mechanics, see our guide on the DIR-3 KYC due date and the new three-year rule.
The reason DIR-3 KYC matters out of proportion to its Rs 5,000 fee is the cascade. A deactivated DIN cannot digitally sign any MCA e-form. If that director is the signatory for AOC-4 or MGT-7, those filings are blocked, and the company starts accruing Rs 100 per day per form while the DIN is dead. One missed KYC can turn into a company-level late-fee problem.
Form DPT-3: Return of Deposits (Rule 16)
DPT-3 is the annual return of deposits and of money received that is not treated as a deposit (such as director loans, inter-corporate loans, and certain advances) outstanding as at 31 March.
| Item | Requirement |
|---|---|
| Due date | 30 June (for the year ended 31 March) |
| Rule | Rule 16, Companies (Acceptance of Deposits) Rules 2014, read with Section 73 |
| Who files | Every company other than a government company that has any outstanding loan or receipt as at 31 March |
| Reporting date | Figures as at 31 March of the relevant financial year |
DPT-3 is frequently overlooked because directors assume it applies only to companies that have "accepted deposits" from the public. In practice the form also captures outstanding amounts that are exempt from the deposit definition, which means most private limited companies with any director loan or borrowing on the books need to file. The due date is a fixed 30 June and does not move with the AGM.
Board Meeting Cadence (Section 173)
Beyond the filings, Section 173 requires a private limited company to hold at least four board meetings each financial year, with no more than 120 days between two consecutive meetings. Small companies, OPCs, and dormant companies have a relaxed rule: at least one board meeting in each half of the calendar year, with a gap of at least 90 days between the two.
This requirement holds even in a year with no active operations. "No material decisions this quarter" is not a defence under Section 173. Minutes of each meeting must be recorded and signed by the chairperson within 30 days.
Month-by-Month ROC Calendar (FY 2025-26)
This assumes an AGM held on the 30 September 2026 ceiling. Bring the AGM forward and the October and November dates move with it.
| Month | Filing / action | Reference |
|---|---|---|
| April 2026 | Board meeting to approve FY 2025-26 financial statements and director's report | Section 173 |
| May 2026 | Statutory audit completed; draft financials finalised with the auditor | Section 143 |
| June 2026 | Auditor's report issued; AGM notice drafted; DPT-3 due 30 June | Rule 16 |
| July 2026 | First Q1 board meeting of FY 2026-27; CCFS-2026 amnesty closes 15 July | MCA Gen. Circular 01/2026 |
| August 2026 | AGM notice dispatched (21 clear days before the AGM) | Section 101 |
| September 2026 | AGM held by 30 September; DIR-3 KYC due 30 September | Sections 96, Rule 12A |
| October 2026 | ADT-1 within 15 days of AGM; AOC-4 within 30 days of AGM | Sections 139, 137 |
| November 2026 | MGT-7 / MGT-7A within 60 days of AGM | Section 92 |
| December 2026 onward | Event-based filings as they arise; plan FY 2026-27 cycle | Various |
Fee and Late-Fee Structure
ROC filing fees have two components: a normal filing fee (driven by the company's nominal share capital, payable whenever you file) and an additional fee (the late fee, payable only when you file after the due date).
Normal filing fee by nominal share capital
| Nominal share capital | Normal fee per form (AOC-4 / MGT-7) |
|---|---|
| Less than Rs 1,00,000 | Rs 200 |
| Rs 1,00,000 to less than Rs 5,00,000 | Rs 300 |
| Rs 5,00,000 to less than Rs 25,00,000 | Rs 400 |
| Rs 25,00,000 to less than Rs 1 crore | Rs 500 |
| Rs 1 crore and above | Rs 600 |
Companies without share capital pay a flat normal fee (Rs 200 per form). Confirm the exact slab on the MCA portal at the time of filing.
Additional (late) fee
| Default | Late fee |
|---|---|
| Late AOC-4 (financial statements) | Rs 100 per day, no upper cap, from the 31st day after AGM |
| Late MGT-7 / MGT-7A (annual return) | Rs 100 per day, no upper cap, from the 61st day after AGM |
| Late ADT-1 | Multiple of the normal fee, rising with the delay slab |
| Late DIR-3 KYC | Flat Rs 5,000 per DIN, plus DIN deactivation |
| Late DPT-3 | Additional fee on the normal fee, rising with the delay slab |
| Three continuous years of non-filing | Every director disqualified under Section 164(2) for five years |
The Rs 100 per day on AOC-4 and MGT-7 is what makes ROC default compound the fastest of any Indian filing regime. There is no cap. A 60-day delay on AOC-4 alone is Rs 6,000; ignore both annual filings for a full year and you are past Rs 70,000 in pure late fees with nothing to show for it. For a full breakdown of how these charges stack against GST and TDS penalties, see our analysis of the true cost of late GST, TDS, and ROC filings.
Event-Based ROC Filings (Outside the Annual Cycle)
Several filings are triggered by specific corporate events and run independently of the annual calendar. They carry the same Rs 100 per day additional fee under the Companies (Registration Offices and Fees) Rules 2014:
- DIR-12: change in directors (appointment, resignation, designation change), within 30 days
- INC-22: change of registered office, within 15 or 30 days depending on the type of change
- MGT-14: filing of specified board and special resolutions, within 30 days
- SH-7: change in authorised share capital, within 30 days
- PAS-3: return of allotment of shares, within 15 days of allotment
These are easy to miss because they do not appear on an annual calendar. A director resignation or a fresh share allotment quietly starts a 15 to 30 day clock, and an unfiled event-based form contributes to the three-year default count under Section 164(2) just as an unfiled annual return does.
The CCFS-2026 Amnesty Window (Closes 15 July 2026)
If your company has any backlog of overdue ROC filings, the Companies Compliance Facilitation Scheme 2026 (CCFS-2026) is the lowest-cost route to clear it. MCA introduced the scheme through General Circular No. 01/2026, and the window runs from 15 April 2026 to 15 July 2026 with no extension expected.
What the scheme offers:
- 90% waiver on the additional (late) fee for pending filings such as MGT-7, MGT-7A, AOC-4, AOC-4 CFS, and ADT-1. You pay the full normal fee plus only 10% of the accumulated late fee.
- Prosecution immunity for the specific defaults filed under the scheme, provided you file before any adjudication order is passed.
- Dormant status (Form STK-1) at 50% of the regular fee for companies that are not operating but want to stay on the register.
- Voluntary strike-off (Form STK-2) at 25% of the regular fee for companies winding down permanently.
To put the saving in context: a small company with AOC-4 and MGT-7 pending for three years can face roughly Rs 72,000 in accumulated additional fees. Under CCFS-2026 the late-fee portion drops to about Rs 7,200, so the total payable falls to under Rs 10,000 once normal fees are added. The 90% waiver applies only to the late fee, never to the normal filing fee.
After 15 July 2026, MCA has signalled enforcement: full additional fees with no waiver, prosecution of directors, Section 164(2) disqualification, and Registrar-initiated (involuntary) strike-off. Note that CCFS-2026 covers companies only; LLPs are outside its scope. For eligibility, the form-by-form fee mechanics, and the step-by-step process, see our CCFS-2026 amnesty scheme guide.
Annual ROC Compliance Checklist
Run this list once each financial year. Tick each item as it is completed.
Before the AGM
- Close the books for the financial year ended 31 March and hand over to the auditor.
- Complete the statutory audit and obtain the signed auditor's report.
- Hold a board meeting to approve the audited financials and the director's report.
- Confirm whether the company qualifies as a "small company" this year (this decides MGT-7 vs MGT-7A).
- File DPT-3 by 30 June for outstanding loans and receipts as at 31 March.
- Dispatch the AGM notice with at least 21 clear days' lead time.
At and after the AGM
- Hold the AGM on or before 30 September and adopt the financial statements.
- Complete DIR-3 KYC for every DIN holder by 30 September (Web form, no fee on time).
- File ADT-1 within 15 days of the AGM for auditor appointment or re-appointment.
- File AOC-4 within 30 days of the AGM with all attachments.
- File MGT-7 or MGT-7A within 60 days of the AGM.
Year-round
- Hold at least four board meetings, no more than 120 days apart (Section 173).
- File every event-based form (DIR-12, INC-22, MGT-14, SH-7, PAS-3) within its 15 to 30 day window.
- Maintain statutory registers and minutes books, with minutes signed within 30 days.
- If any prior-year filing is overdue, clear it under CCFS-2026 before 15 July 2026.
Common Mistakes Private Limited Companies Make
1. Counting AOC-4 from the calendar month instead of the AGM. The 30-day window runs from the AGM date. An AGM on 30 September makes 30 October the AOC-4 due date, not 31 October.
2. Treating MGT-7A as a permanent setting. Small-company status is re-tested every year. Cross the paid-up capital or turnover threshold and the full MGT-7 applies for that year.
3. Skipping ADT-1 on auditor re-appointment. Re-appointment still triggers ADT-1 within 15 days. It is not limited to first appointments.
4. Letting one director's DIR-3 KYC lapse. A deactivated DIN blocks AOC-4 and MGT-7 signing, converting a Rs 5,000 KYC fee into uncapped company-level late fees.
5. Ignoring DPT-3 because "we never took deposits." The form also reports director loans and other exempt receipts. Most private limited companies with any borrowing need to file by 30 June.
6. Forgetting event-based filings. Director changes, office moves, and share allotments start their own 15 to 30 day clocks and feed the three-year default count under Section 164(2).
How Tax Garden Handles Your ROC Calendar
Tax Garden is a tax and compliance filing service. We are not a CA firm, and we do not provide tax planning or advisory work. What we do is run the filing calendar so nothing slips. For private limited companies we track the AGM date, the board meeting cadence, and the due dates for AOC-4, MGT-7 / MGT-7A, ADT-1, DIR-3 KYC, and DPT-3, then prepare and file each form on the MCA V3 portal on schedule, coordinating with your statutory auditor where the filing depends on signed accounts.
If you are carrying a backlog, we file your overdue returns under the CCFS-2026 window before it closes on 15 July 2026. For the standing annual cycle and the penalty exposure behind each form, our deeper references are the ROC annual compliance guide for private limited companies and, for companies structured differently, the LLP annual compliance guide and the OPC annual compliance guide. See our compliance plans or talk to our team.
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Sources
This calendar is verified against the Companies Act 2013 (Section 92 for MGT-7, Section 96 for the AGM, Section 137 for AOC-4, Section 139 for ADT-1, Section 164(2) for director disqualification, and Section 173 for board meetings), the Companies (Acceptance of Deposits) Rules 2014 (Rule 16 for DPT-3), the Companies (Appointment and Qualification of Directors) Rules 2014 (Rule 12A for DIR-3 KYC, as amended effective 31 March 2026), the Companies (Registration Offices and Fees) Rules 2014 for the normal and additional fee structure, and MCA General Circular No. 01/2026 for the CCFS-2026 amnesty window. All figures are current as of June 2026. ROC fees and scheme deadlines are revised periodically, so confirm the exact filing fee, late fee, and any CCFS-2026 extension on the official MCA portal (mca.gov.in) before you file.