Annual compliance for private limited company obligations do not wait for you to make a profit — they run on the calendar, whether the company traded all year or sat idle. Every private limited company registered in India must hold an annual general meeting and file two returns with the Registrar of Companies (ROC) each year under the Companies Act, 2013. For the financial year ended 31 March 2026 (FY 2025-26) the clock has already started, and the first hard date — your AGM — falls on 30 September 2026.
Annual compliance for private limited company: the three ROC filings
Strip away the jargon and the annual cycle is three things: a meeting and two forms. Everything else — auditor paperwork, board minutes, registers — supports these. Here is what each one is and when it is due.
1. The Annual General Meeting (Section 96)
A company must hold its AGM within six months of the close of the financial year. With a 31 March year-end, that outer limit is 30 September 2026 (a Wednesday). Two extra rules bind you: not more than fifteen months may pass between one AGM and the next, and a newly incorporated company gets nine months from the close of its first financial year for its first AGM. The Registrar can grant an extension of up to three months for a non-first AGM — but only on an application made before the deadline, never as an after-the-fact excuse.
2. Form AOC-4 — your financial statements (Section 137)
Within 30 days of the AGM, the company files its audited financial statements — balance sheet, profit and loss account, auditor’s and directors’ reports — with the ROC in Form AOC-4. Companies with subsidiaries also file consolidated statements in Form AOC-4 CFS. For an AGM held on the 30 September outer limit, AOC-4 is due around 30 October 2026.
3. Form MGT-7 / MGT-7A — your annual return (Section 92)
Within 60 days of the AGM, the company files its annual return, which captures the corporate structure rather than the numbers: shareholding, directors, changes in capital and key governance events during the year. One-person companies and small companies file the shorter Form MGT-7A; every other private limited company files MGT-7. For a 30 September AGM, this falls due around 29 November 2026.
| Requirement | Form | Basis | Due (FY 2025-26) |
|---|---|---|---|
| Annual General Meeting | — | Section 96 | By 30 Sep 2026 (Wed) |
| Auditor appointment intimation | ADT-1 | Section 139 | Within 15 days of AGM (≈ 15 Oct 2026) |
| Financial statements | AOC-4 / AOC-4 CFS | Section 137 | Within 30 days of AGM (≈ 30 Oct 2026) |
| Annual return | MGT-7 / MGT-7A | Section 92 | Within 60 days of AGM (≈ 29 Nov 2026) |
Form due dates assume the AGM is held on the 30 September outer limit; hold your AGM earlier and each form falls due earlier. Form DPT-3 (return of deposits and outstanding money not treated as deposits) is a separate annual filing due by 30 June each year — already past for this cycle, so note it for next year.
The cost of missing a deadline
Late filing of AOC-4 or MGT-7 attracts an additional fee of ₹100 per day, per form, running from the due date. The trap is that, unlike many income-tax late fees, this daily fee has no upper ceiling — it simply keeps accruing until you file. A return filed six months late costs roughly ₹18,000 on that one form alone (₹100 × ~180 days), and you owe it on each delayed form separately.
Three misconceptions that cause late filings
“We had no revenue, so there’s nothing to file”
Filing is mandatory regardless of turnover. A company that did no business all year still holds an AGM and files AOC-4 and MGT-7 — on nil figures if need be. Only a company that has formally applied for and been granted dormant status under Section 455 gets a lighter regime, and even that status requires its own filing.
“The AGM date is flexible”
The six-month and fifteen-month limits are hard statutory ceilings, not guidelines. An extension exists, but it must be applied for and granted by the Registrar before the deadline passes; you cannot cure a missed AGM retrospectively.
“AOC-4 and MGT-7 are basically the same filing”
They are two forms with two deadlines. AOC-4 carries the audited financial numbers; MGT-7 carries the corporate structure. Filing one does not cover the other, and the ₹100-a-day fee runs on each independently.
Beyond the annual returns
The AGM and the two forms are the headline filings, but a private limited company’s compliance runs all year. The board must meet at least four times a financial year, with no more than 120 days between meetings (one-person and small companies need only one board meeting each half-year). The statutory auditor, once appointed, holds office for five years subject to the ADT-1 discipline. And event-based filings — changes in directorship, share capital or charges, plus director KYC — fall due through the year, each with its own window.
This is exactly the kind of calendar that slips when a founder is busy running the business. Indefine’s company registration and ROC compliance team tracks every due date, prepares your books and financial statements and coordinates the statutory audit so AOC-4 and MGT-7 go out on time — not at ₹100 a day, and never at the cost of a director’s disqualification.
