ROC Annual Compliance Checklist 2026 — Private Limited Company & LLP
Every Private Limited Company and LLP registered in India must file annual returns and financial statements with the Registrar of Companies (ROC) every year, regardless of turnover or profit/loss. Failing to comply leads to heavy penalties — ₹100/day per form for companies and ₹100/day for LLPs. This checklist ensures you never miss a deadline.
Private Limited Company — Annual Compliance Calendar
- 📅AGM (Annual General Meeting) — within 6 months of financial year end (by 30 Sep for FY Apr–Mar companies)
- 📅AOC-4 (Financial Statements) — within 30 days of AGM (by 30 Oct typically)
- 📅MGT-7 / MGT-7A (Annual Return) — within 60 days of AGM (by 29 Nov typically)
- 📅DIR-3 KYC — by 30 September each year for all directors
- 📅Form ADT-1 (Auditor Appointment) — within 15 days of AGM in first year; then every 5 years
- 📅MSME-1 — half-yearly form for unpaid MSME dues (April and October)
- 📅DPT-3 — annual return of deposits and outstanding loans (by 30 June)
LLP — Annual Compliance Calendar
- 📅Form 8 (Statement of Accounts & Solvency) — within 30 days of 6 months end of financial year (by 30 Oct)
- 📅Form 11 (Annual Return) — within 60 days of financial year end (by 30 May)
- 📅Income Tax Return (ITR-5 for LLP) — by 31 October (if audit required) or 31 July (if not)
Documents Required for ROC Compliance
- ✅Audited Financial Statements (Balance Sheet, P&L, Cash Flow) — signed by CA
- ✅Board Meeting Minutes — at least 4 per year, 7 days gap between meetings
- ✅AGM Minutes and Resolutions
- ✅Register of Members, Directors, and Share Transfers
- ✅Statutory Registers — maintained throughout the year
- ✅DSC of directors for digital filing on MCA portal
Penalty Structure for Non-Compliance
- ⚠️AOC-4 delay: ₹100/day per day of default (no maximum cap)
- ⚠️MGT-7 delay: ₹100/day per day of default
- ⚠️DIR-3 KYC not filed: Director DIN gets deactivated — cannot file any form
- ⚠️Non-compliance for 3+ years: Company may be struck off by ROC (no bank account, no transactions)
- ⚠️LLP Form 8/11 delay: ₹100/day penalty to each designated partner
Pro Tips
💡 Set financial year correctly
Most Indian companies follow April 1 – March 31. Newly incorporated companies can choose a different first financial year (up to 18 months) but must settle on the standard year from the second year.
💡 Hire a CA immediately after incorporation
The Companies Act mandates a statutory auditor appointment within 30 days of incorporation (Board resolution) and within 90 days of AGM (member resolution). Delaying CA appointment is itself a compliance default.
💡 Director KYC is annual
All directors must file DIR-3 KYC annually by 30 September. A missed KYC deactivates the DIN, blocking all future filings.
Frequently Asked Questions
Is ROC compliance required even if the company has zero transactions?
Yes. ROC compliance is mandatory regardless of transactions, turnover, or profit/loss. Even a dormant company with zero activity must file AOC-4 and MGT-7 every year.
Can I do ROC filing myself without a CA?
MGT-7 can be filed by the company itself. However, AOC-4 requires certification by a CA or CS. We recommend using a professional for both to ensure accuracy and avoid rejection.
What is the penalty for not filing MGT-7 for 2 years?
For 2 years of non-filing, the penalty can reach ₹73,000+ (₹100/day × 2 years for MGT-7 alone). Plus separate penalties for AOC-4. The total can exceed ₹1.5 lakh including both forms.