ROC Annual Filing for Companies — AOC-4, MGT-7 and Compliance Calendar

Every company incorporated in India under the Companies Act 2013 must file annual returns and financial statements with the Registrar of Companies (ROC) through the MCA-21 portal. Non-filing results in heavy additional fees, director disqualification and legal prosecution. Here is the complete guide to ROC annual compliance for companies.

Two Core Annual Filings

1. Form AOC-4 — Financial Statements

• Contents: Balance Sheet, Profit & Loss Account, Statement of Changes in Equity, Cash Flow Statement (for certain companies), Notes to Accounts, Auditor's Report, Board's Report
• Due date: Within 30 days of the Annual General Meeting (AGM)
• Private companies typically hold AGM by 30 September → AOC-4 due by 29 October
• OPC (One Person Companies): Within 180 days of close of financial year (no AGM required)
• Signed by: Two directors (including MD/CEO) + Company Secretary (if applicable) + Auditor (in audit report)

2. Form MGT-7 — Annual Return

• Contents: Registered office, business activities, share capital structure, indebtedness, members and debenture holders, promoters and directors, meetings, remuneration, penalties and compoundings
• Due date: Within 60 days of AGM (Private companies: by 28 November)
• Signed by: Director + Company Secretary (if CS is mandatory) or practicing CS (for companies where CS is not mandatory)

Additional Annual Compliance Filings

• Form DIR-12: Changes in directors — within 30 days of change
• Form MGT-14: Special resolutions passed at EGM/AGM — within 30 days
• Form ADT-1: Appointment of auditor — within 15 days of AGM
• Form DPT-3: Return of deposits and outstanding receipt of money — by 30 June annually

Additional Fees for Late Filing

Late filing attracts additional fees calculated on the normal filing fee:

• Delay up to 30 days: 2× normal fee
• Delay 31-60 days: 4× normal fee
• Delay 61-90 days: 6× normal fee
• Delay 91-180 days: 10× normal fee
• Delay beyond 180 days: 12× normal fee

Director Disqualification — Section 164(2)

If a company does not file AOC-4/MGT-7 for three consecutive years, all directors of the company are disqualified under Section 164(2) — they cannot be appointed or hold directorship in any company for 5 years. MCA publishes lists of disqualified directors periodically.

Conclusion

ROC annual filing is a fundamental, non-negotiable compliance for all companies — with severe consequences for directors and the company for non-compliance. SPOTON provides complete ROC filing services including AOC-4, MGT-7 and all periodic filings for companies across Kerala. Contact us for expert MCA compliance services.