Mandatory Annual Compliance list for Private Limited Company

Important Keywords: Annual Compliance list for Private Limited company, ROC Annual Filing, MCA V3 Annual Compliance, MGT-7 filing, AOC-4 filing, DIR-3 KYC web, DPT-3 return of deposits, ITR-6 for companies, AGM compliance, Auditor appointment ADT-1, Event-based compliance ROC, Penalties for non-compliance Companies Act, Private limited company compliance cost, Company annual filing requirements.

Words: 4,343, Read time: 23 minutes.

Last updated: May 2026.

Overview

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Annual filings are basically the yearly paperwork that every company in India must submit to the Registrar of Companies (RoC). This helps show that the company is active, legal, and managing its finances properly.

These filings apply to all kinds of companies—big or small, active or inactive. Everything has to be uploaded online on the MCA portal using Digital Signatures (DSC), and the forms must be certified by authorized professionals.

Recently, the MCA has changed some of these forms to make the process clearer and improve compliance.

This article will guide you through the main annual filings—what they are, why they matter, their deadlines, and the latest updates.

Annual compliance for a private limited company includes mandatory yearly filings such as AOC‑4, MGT‑7/7A, DIR‑3 KYC, DPT‑3 (if applicable), holding AGM, conducting board meetings, and filing ITR‑6. These compliances must be completed every financial year under the Companies Act, 2013, even if the company has no business activity.

Annual Compliance Snapshot (Quick View)

• AOC‑4: 30 days from AGM
• MGT‑7/7A: 60 days from AGM
• DIR‑3 KYC web: 30 June
• ITR‑6: 31 October
• AGM: Within 6 months of FY end

What is Annual Compliance for a private limited company in India?

Annual compliances are the yearly legal requirements that every company must complete on or before 31st March. These compliances are necessary for the company to grow smoothly and legally.

Under the Companies Act, 2013, a company must file several forms and returns every year. If these compliances are not done on time, the company can be struck off, and its directors may also face disqualification.

Annual compliances include filing returns with departments like MCA, Income Tax, and GST. This article explains the main yearly compliances that every company must follow.

Many founders confuse annual compliance with event-based compliance. It's important to understand the difference:

Type	What it is	Example
Annual Compliance	Mandatory filings every year, no matter what the business is doing.	Filing AOC-4, MGT-7, Income Tax Return (ITR), Holding Annual General Meeting (AGM), Board meeting, MBP-1, DIR-8, DIR-3 KYC web.
Event-Based Compliance	Things a company must do only when certain events happen.	Appointing a new director, issuing new shares, changing the registered office, etc.

Annual Compliance list for Private Limited Company under the Companies Act, 2013. (Compulsory to file Every Year)

These are mandatory filings, Every company must do these annual filings each year, whether it earns money or not, as per the Companies Act,2013 and Income Tax Act.

1. Drafting of financial statement/Accounting Profit and Loss
2. Statutory Audit
3. Board Meeting
4. AOC-4 – Submitting your financial statements
5. MGT-7/7A – Filing the company’s annual return
6. DIR-3 KYC web – Application for KYC of Directors
7. DPT-3 Return of Deposit (Event Based)
8. ITR Filing (ITR-6) – Filing Income Tax Department
9. AGM – Holding Annual General Meeting
10. DIR-8 - Form for disqualification declaration by director
11. MBP-1 - Form MBP-1 (Disclosure of interest in other entities)

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1. Drafting of Financial Statement/Accounting Profit and Loss

To create the final financial reports, a company prepares the Balance Sheet, Profit & Loss Statement, and Cash Flow Statement. The Profit & Loss Statement shows the company’s incomes (like sales or services) and expenses (like salaries, rent, electricity) over the year, indicating whether the business made a profit or loss. All these statements must follow India’s accounting standards to provide a true and fair view of the company’s financial situation.

2. Statutory Audit

A statutory audit is a legal check to make sure that a company’s accounts are correct and honest. Every year, a company must appoint a practicing Chartered Accountant (CA) to review its financial records. At the end of the financial year, the company prepares its accounts, and the auditor examines the cash, transactions, and records to make sure everything is accurate and true. Then the CA prepares an Auditor's report along with the audited financial report, which the company submits to the Registrar of Companies (ROC).

Every private limited company must get a statutory audit done every year, no matter what its turnover is. This make sure that the company’s financial records are accurate and comply with accounting standards and the Companies Act, 2013.

As per Section 139, the auditor is appointed at the first AGM and continues for 5 years, with approval in every AGM.

The statutory audit must be completed before the company’s AGM. The AGM itself should be held within six months (180 days) after the end of the financial year. For example, if the company’s financial year ends on 31st March, the audit should usually be completed by 30th September.

Deadline: On or before, September 30th, every year.

3. Conducting Board Meetings

The company must hold board meetings and document all decisions. Proper records show that the company follows rules and good governance practices.

The annual compliance process commences with a board meeting. The primary objectives are:

• To review and approve the audited financial statements for the consolidated entity for the relevant financial year, along with the draft of the Board Report.
• To formally schedule the date for the Annual General Meeting (AGM).

4. Financial Statements (e-Form AOC-4)

As per section 137 of the Companies Act,2013, every company must submit its financial statements to the RoC within 30 days of the AGM. This helps keep the company’s financial reporting transparent and clear.

Recent Changes:

No PDFs needed — You can fill Directors’ Report, AOC-1, and AOC-2 directly in the form. You don’t have to upload separate PDFs anymore.

Auto-filled data — The form will auto-fill the previous year’s Balance Sheet and Profit & Loss figures. If you change anything, you must explain why.

CSR-2 required — If your company does CSR, you must also file Form CSR-2 along with AOC-4.

Extra details — The form needs more info about the audit report and any related companies.

DSC needed — All forms must be signed using Digital Signature for better security.

Online/Offline — AOC-4 can be filed either online on MCA or offline using the Excel-based form.

5. Annual Return (Form MGT-7/7A)

Under Section 92 of the Companies Act, every company must file its Annual Return with the Registrar of Companies (RoC) within 60 days of the Annual General Meeting (AGM). This return gives a complete snapshot of the company—its capital, shareholders, directors, and financial activities.

Recent changes:

Photo of Registered Office: Companies must upload a photo of their office showing the building, name board, and at least one director present in the frame for visual address verification.

Location Coordinates: Companies now need to provide the latitude and longitude of their registered office at the time of filing and at year-end dates.

Type of Filing (Original/ Revised): A new option will specify whether the filing is an Original/ Revised return, in case of corrections.

Business Activity Code: Companies must provide the business code according to the National Industrial Classification (NIC) system.

Shareholder Details by Gender: Submit a gender-wise breakup of shareholders (male, female, transgender) for both promoter and non-promoter categories.

Declaration under Rule 9(4): Now the e-Form will include details of designated people responsible for reporting beneficial ownership.

Excel Templates for Shareholder Lists: Upload shareholder and debenture holder lists using standardized Excel templates. Personal details will not appear in public PDFs.

Meeting Details: Provide information about board, shareholder, and committee meetings—number of meetings, dates, and attendance—via Excel templates.

MGT-8 Certification: The separate MGT-8 form is removed. A link to the certification will be generated internally after filing.

Extra Disclosures for MGT-7: Companies (except OPCs and small companies) must give detailed information on indebtedness, beneficial ownership, and full shareholder breakdown, including gender details.

Filing Options: e-Form MGT-7/MGT-7A can now be filed online or offline using Excel templates.

Expanded Eligibility: Companies under insolvency or liquidation as per IBC, 2016 are now allowed to submit MGT-7/MGT-7A.

Companies other than OPCs and small companies must file Form MGT-7; on the other hand, OPCs and small companies must file Form MGT-7A.

Deadline: Within 60 days from the conclusion of the Annual General Meeting (AGM).

click here: for deep knowledge about the Post-incorporation compliance to Pvt. ltd./OPC company

6. DIR-3 KYC/WEB KYC (Application for KYC of Directors)

DIR-3 KYC web is a form that all company directors in India must file every year. It is a yearly update for company directors to confirm their details (Name, Address, PAN, Aadhaar) with the MCA.

Filing DIR-3 KYC web is very important. If a director does not update their KYC, their DIN becomes inactive, and they cannot be a director in any company until they file the form.

The form (DIR-3 KYC web) must be filed by 30th June every year, and it helps the MCA keep a clean and accurate list of all directors in India.

If a Director wishes to reactivate his/her DIN in future by filing the missed out e-form DIR-3 KYC web, he can do so after paying a late fees of ₹ 5,000/-.

Deadline: It must be filed on or before June 30th for each year.

7. DPT-3 Return of Deposit (Event Based)

DPT-3 (Return of Deposits) is like a yearly report where a company tells the government how much money it has borrowed from shareholders or others. It’s a way to keep everything clear and transparent.

The form shows three main things:

1. How much money it borrowed.
2. How much it has already paid back.
3. How much is still left to pay.

Almost all companies, whether private or public, need to file DPT-3. However, some companies don’t need to, like banks, government companies, and NBFCs. The company has to file this form within 90 days after the financial year ends.

Filing DPT-3 is important because it keeps shareholders and regulators informed about the company’s borrowings. Think of it as keeping a record so everyone knows the company’s money situation. If a company skips filing, it can face fines or penalties, and even the directors may be held responsible.

Deadline: On or before June 30th, every year.

8. Filing Income Tax Department (ITR-6)

Every private limited company (except Section 8 companies) must file ITR-6 every year. This form shows the company’s income, deductions, taxes, and audit details. It is required under the Income Tax Act, 1961.

Deadline: To file ITR-6 is 31st October each year (depending on the company’s audit status).

9. Holding Annual General Meeting (AGM)

According to Section 96 of the Companies Act, 2013, every private limited company (except a One Person Company) must hold an Annual General Meeting (AGM) each year.

In this meeting, the company approves important matters like:

• Financial statements,
• Appointing auditors, and
• Declaring dividends.

Deadline: Within 6 months of FY end.

Auditor Appointment (e-Form ADT-1) (Event Based)

Every company must appoint an auditor in its first Annual General Meeting (AGM). This auditor can be an individual or an audit firm.
Once appointed, the auditor can continue for up to 5 years, unless the rotation rules apply.

To inform the government about this appointment, the company must file Form ADT-1 with the ROC within 15 days of appointing or reappointing the auditor.

Recent changes:

• New options added for companies where the Central Government or C&AG appoints the auditor.
• You now need to enter audit firm name separately and also provide the auditor’s membership number/PAN card/ Address.
• A new field added to mention SRN, if the appointment is made through a Tribunal order (Form INC-28).
• A new question added to confirm whether the Audit Committee has recommended the auditor (as per Section 177).
• One more declaration added to confirm that the auditor is not auditor in more than 20 companies (as per limit).
• In case of reappointment, you must provide the names of partners who signed the previous audit reports.

10. DIR-8 form: Intimation by Director (disqualification declaration form)

DIR-8 is a self-declaration that directors submit to the company. It is given before their appointment, reappointment, or for yearly compliance. It is completely different from other MCA forms because DIR-8 is not filed with the government; the company keeps it as an internal record.

11. Form MBP-1 (Notice of interest by director)

MBP-1 is a form used by key company officers like (every Director) the MD, CEO, Promotor(as per situation), Manager, or Whole-time Director. In this form, they simply declare that they are not disqualified to hold their position. It’s a simple legal requirement to ensure that only eligible and responsible people manage the company.

It (Form MBP-1) is attached with the SPICe+ Form (INC-32) when a new company is being incorporated. After incorporation, directors must also submit MBP-1 in the first Board Meeting of the financial year.

Event based compliance filing under the companies Act, 2013

(Filed only when specific events occur)

These event-based compliances are required only for specific company actions and must be reported to the ROC on time.

Events	Compliance/forms	Deadline
Director appointment or resign	DIR-12	within 30 days
Situation or change of situation of registered office	INC-22	Within 15–30 days
Allotment of shares	PAS-3	within-15 days
Change in company name	INC-24	After special resolution approval
Transfer of shares	SH-4	Immediately and in annual return
Increase in authorized capital	SH-7	Within 30 days
New contracts or related party transactions	MGT-14	As per board resolution

Why the annual compliance matter?

"Let’s understand why annual compliance matters with a simple example"

Think of it like taking care of your health. Imagine a person who never goes for health check-ups. At first, everything seems fine. But slowly, small health problems turn into big ones. Eventually, these problems can become very serious or even can cause death. Now imagine if he had gone for regular check-ups—doctors could have found the problems early, treated them on time, and he would have stayed healthy.

The same thing happens with a company. Annual compliance is like a health check-up for a company. It means filing documents, paying taxes, and submitting reports to the government on time. If a company ignores these, it can face fines, legal problems, directors getting disqualified, or even being shut down.

By doing annual compliance on time, just like regular health check-ups keep a person safe, like that annual compliance keeps your company safe, legal, running smoothly and grow in the market and also avoid serious problems.

What is the Cost of Annual Compliance for Private Limited Company?

The yearly cost of compliance depends on factors like the company’s size, business activities, and location. For startups, the minimum cost usually starts at ₹12,000, but it can go higher if the company has additional legal, audit, or regulatory requirements.

Particular	Fee
Audit Fees	Needed for companies above certain limits. Can range from minimum of ₹6,000-₹8,000 with no upper limit; depending on size and complexity.
Regulatory Charges	Costs for following laws like GST, labor laws, and other industry-specific regulations. Can range from a few thousand to several lakhs.
Legal Consultation & Software Costs	Extra fees if you hire a legal advisor or use accounting/compliance software to manage company records.
Other Possible Costs	Professional fees for preparing Board/Shareholder resolutions. Charges for internal audits, secretarial audits, or other statutory compliances. Stamp duty for certain documents or agreements.
Filing Fees	For submitting forms with MCA like MGT-7, AOC-4, DIR-3 KYC web, etc. Fees start from ₹200 per document and increase with the company’s share capital.

Penalties for Non‑Compliance of Annual ROC Filings (Companies Act, 2013)

Here are the key penalties for Non-Compliance:

Compliance	Form	Non-Compliance Consequence / Penalty
Annual Return Filing	MGT-7	As per the recent amendment dated 28 Sep 2020, for non‑filing of Form MGT‑7, the penalty is ₹10,000 plus ₹100 per day of delay, with a maximum of ₹2 lakh for the company and ₹50,000 for each officer. If the Annual Return is not filed for three consecutive years, the directors can be disqualified for 5 years under Section 164(2) of the Companies Act, 2013.
Financial Statement Filing	AOC-4	₹100 per day (no maximum limit) until filed.
Director KYC	DIR-3-KYC web	Fixed penalty of ₹5,000 for late filing.
Board Meetings	-	Most companies are required to hold at least four board meetings in a year, with not more than 120 days gap between two meetings. Penalty: ₹25,000 per director per missed meeting.
Appointment of Auditor	ADT-1	The company and each officer in charge must pay a fine of ₹25,000.
Continuous Non-Compliance	-	If a company does not file compliances for 2 years, it may be struck off by the ROC.

Annual Compliance Applicability

Here are the following forms:

Type of Company	Key Annual Compliances
Private Limited	AOC‑4, MGT‑7, DIR‑3 KYC, ITR‑6
OPC	AOC‑4, MGT‑7A, DIR‑3 KYC
Small Company	Relaxed BM + AOC‑4, MGT‑7

Conclusion

In the end, we see that annual filings aren’t just paperwork—they show that your company is transparent, responsible, and well-managed. Filing on time helps you build trust and stay clear of legal troubles.
With the MCA V3 portal bringing in new forms, companies now need to follow the updated rules. Whether you’re just starting your journey or running a big company, keeping up with compliance is key to long-term growth and success.

At Finodha.in, We serve a number of clients who need assistance/guide for various regulatory compliances including setting up business in India, company formation in India, income tax return filling, bookkeeping, accounting, GST and auditing. If you require any guidance for any professional service, we are here to serve you! You can also book a free consultation with us!

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