Everything a company director or LLP partner needs to know about annual ROC compliance in India.
What is annual ROC compliance and is it mandatory for every company?+
Yes — it is mandatory for every registered company and LLP in India under the Companies Act, 2013. Even if your company has zero turnover or no activity, you must file AOC-4 (financial statements), MGT-7 (annual return), and DIR-3 KYC (director KYC) every year. LLPs must file LLP-11 and LLP-8. Failure to file results in ₹100/day penalties per form, DIN deactivation, and eventual company strike-off. There is no exemption based on size, turnover, or inactivity.
What are the due dates for annual ROC compliance in FY 2025-26?+
Key dates for FY 2025-26: AGM (Pvt Ltd) — 30 September 2026. AOC-4 (Pvt Ltd) — 29 October 2026 (30 days after AGM). MGT-7 (Pvt Ltd) — 29 November 2026 (60 days after AGM). AOC-4 (OPC) — 27 September 2026. MGT-7A (OPC) — 27 November 2026. LLP-11 — 30 May 2026. LLP-8 — 30 October 2026. DIR-3 KYC — 30 September 2026 (all entities). DPT-3 — 30 June 2026. Taxocount sends WhatsApp reminders 30 days before every deadline.
What is DIR-3 KYC and why is the penalty so severe?+
DIR-3 KYC is an annual KYC verification that every director or designated partner holding a DIN must complete before 30 September. If you miss it, your DIN is immediately deactivated — you cannot sign any MCA form, board resolution, or compliance document until you pay ₹5,000 and refile. This is severe because a deactivated DIN effectively paralises all MCA activities for that director across all companies they are associated with. Taxocount files DIR-3 KYC well before the deadline for all our clients.
My company has no transactions this year — do I still need to file?+
Yes, absolutely. Zero-transaction or dormant companies are still legally required to file their annual returns. The Companies Act makes no exception for nil turnover or inactive companies. You must still file AOC-4 (with nil financial statements), MGT-7, and DIR-3 KYC. Many directors assume inactivity means no compliance — this is incorrect, and is one of the most common reasons companies get struck off by ROC. Taxocount handles nil return filing at a reduced cost.
What happens if my company is struck off by ROC?+
A struck-off company is removed from the MCA register and ceases to exist legally. You cannot operate the business, open bank accounts, or enter contracts in the company's name. To restore a struck-off company, you must file an appeal before the NCLT (National Company Law Tribunal) under Section 252 of the Companies Act — a lengthy and expensive process. Prevention is far cheaper: Taxocount ensures this never happens through proactive compliance management.
Can pending backlog ROC filings be cleared now?+
Yes — backlog filings can be cleared for most years, subject to the two-year correction window. You can file overdue AOC-4 and MGT-7 forms by paying the accumulated ₹100/day late fee from the original due date. For very old backlog (3-5+ years), Taxocount calculates the minimum penalty payable, files all overdue forms systematically, and restores your company to Active status on the MCA portal. It is always better to file late and pay the penalty than to let the default continue.
What is the difference between MGT-7 and MGT-7A?+
MGT-7 is the full-form Annual Return filed by Private Limited Companies. MGT-7A is a simplified, condensed version introduced for Small Companies and One Person Companies (OPCs) to reduce compliance burden. A company qualifies as a Small Company if its paid-up capital does not exceed ₹4 crore and its turnover does not exceed ₹40 crore. Both must be filed within 60 days of the AGM. Taxocount determines the correct form before filing based on your company size and structure.
Do LLPs need to get their accounts audited every year?+
Not always. LLPs are required to get their accounts audited only if: (1) the annual turnover exceeds ₹40 lakh, or (2) the capital contribution of partners exceeds ₹25 lakh. Below these thresholds, audit is not mandatory. However, LLP-8 (Statement of Accounts & Solvency) and LLP-11 (Annual Return) must be filed every year regardless. Taxocount manages both audit coordination (when required) and annual filing for all our LLP clients.
What is DPT-3 and who needs to file it?+
DPT-3 is the Return of Deposits that every company must file by 30 June every year. It requires disclosure of: loans received from directors, loans from shareholders, inter-corporate loans, and any other deposits or unsecured loans. Many company directors are unaware of this requirement and treat it as optional — it is not. The penalty for non-filing can be up to ₹10 crore. If your company has received any loan from a director or shareholder (even informal ones), DPT-3 is mandatory.