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Table of Contents
📑 Annual Filing of Company – A Complete Compliance Overview (FY 2024-25)
Updated on: June 8, 2025 | Applicability: Companies registered under Companies Act, 2013 in India
⚠️ Critical Update: MCA has revised late fees structure effective April 2025 - 2x penalty for repeat defaulters. CSR reporting now requires project-wise disclosure and ESG metrics.
✅ Annual Filing Checklist & Key Forms
Follow this sequential process for seamless compliance:
Stage 1: Pre-Filing Preparation (Apr-June 2025)
- Financial Statement Preparation: Balance Sheet, P&L, Cash Flow Statement (exempt for OPCs/Small Companies), Notes to Accounts compliant with Ind AS
- Director's Report Drafting: Must include CSR details, ESG initiatives, and risk management policies
- Board Meeting: Approve financial statements and fix AGM date (minimum 7 days notice for directors)
Stage 2: AGM & Filings (Jul-Nov 2025)
- Conduct AGM: Latest by September 30, 2025 for FY24-25 (extendable by 3 months via ROC approval)
- File AOC-4: Financial statements within ₹100/day penalty
- File MGT-7/7A: Annual return within ₹100/day penalty (MGT-7A for OPCs/Small Companies)
Stage 3: Post-Filing Compliance (Ongoing)
- ADT-1: Auditor appointment within 14 days of AGM
- DIR-3 KYC: Director verification by September 30, 2025 ₹5,000 penalty
- MSME Form-1: Half-yearly payment disclosures (Apr 30 & Oct 31) ₹20,000 penalty
📋 Mandatory Documents Checklist
Document | Purpose | Signing Authority |
---|---|---|
Audited Financial Statements | Form AOC-4 filing | Director + Auditor |
Board's Report | Operational & compliance overview | Chairperson or 2 Directors |
Auditor's Report | Verification of financials | Statutory Auditor |
AGM Minutes | Record of shareholder resolutions | Company Secretary |
Shareholding Pattern | MGT-7 filing | Director |
KYC Documents | DIR-3 KYC verification | Director (DIN holder) |
🏢 Compliance Requirements by Company Type
Private Limited Companies
Must comply with all standard requirements plus:
- Statutory Registers: Maintain register of members, directors, charges
- Board Meetings: Minimum 4 meetings annually (gap ≤120 days)
- Share Transfer Restrictions: Enforce through Articles of Association
One Person Companies (OPCs) & Small Companies
- Relaxed Requirements: No cash flow statement, 2 board meetings/year
- Abridged Forms: MGT-7A instead of MGT-7
- Thresholds (FY24-25): Paid-up capital ≤ ₹4 crore AND turnover ≤ ₹40 crore
Dormant Companies
- Reduced Filings: Simplified financial statements
- AGM Frequency: Once every two years permitted
- Activation Process: File MSC-4 with ₹10,000 fee
📌 Critical Event-Based Compliances
Triggered within 30 days of occurrence:
Event | Form | Penalty |
---|---|---|
Director Change | DIR-12 | ₹500/day |
Registered Office Change | INC-22/23 | ₹1,000/day |
Company Name Change | INC-24 | ₹10,000 + ₹1,000/day |
Auditor Changes | ADT-3 | ₹300/month |
CSR Committee Formation | CSR-1 | ₹25,000 - ₹5 lakh |
Charge Creation | CHG-1 | ₹5 lakh |
💼 Additional Regulatory Compliances
Taxation
- GST Returns: GSTR-1 (monthly/quarterly), GSTR-3B (monthly), GSTR-9 (annual)
- TDS Filings: Quarterly filings (24Q, 26Q, 27Q) by 31st of next month
- Tax Audit: Mandatory if turnover > ₹1 crore (₹10 crore for cash transactions ≤5%)
Employment
- EPF: ECR filing by 15th monthly
- ESI: Half-yearly returns (Apr-Sep by Nov 11; Oct-Mar by May 11)
- Professional Tax: Monthly/quarterly based on state laws
Special Compliances
- MSME Payments: Half-yearly disclosure (Form MSME) with 45-day payment rule
- CSR Reporting: Form CSR-2 for unspent amounts + detailed project report
- FEMA: Annual Return on Foreign Liabilities (FLA) by July 15
⚠️ Consequences of Non-Compliance
Default Type | Penalty for Company | Director Liability | Additional Consequences |
---|---|---|---|
Late AOC-4 Filing | ₹100/day | ₹50,000 | Financial statements not public |
AGM Delay | ₹1 lakh | ₹5,000/day | Shareholder legal action |
DIR-3 KYC Missed | DIN deactivation | ₹5,000 | Cannot sign documents |
MSME Default | Interest @ 3x SBI rate | Personal liability | Disqualification from tenders |
CSR Non-compliance | ₹1 lakh - ₹25 lakh | ₹50,000 - ₹5 lakh | Reputational damage |
📅 ROC Compliance Calendar (FY 2024–25)
Compliance | Form | Due Date | Penalty Range |
---|---|---|---|
LLP Annual Return | Form 11 | 30 May 2025 | ₹100/day |
MSME Payment Report | MSME-1 | 30 Apr & 31 Oct 2025 | ₹20,000 |
Director KYC | DIR-3 KYC | 30 Sep 2025 | ₹5,000 |
CSR Unspent Amount | CSR-2 | 30 Sep 2025 | ₹25,000 - ₹5 lakh |
Share Capital Audit | PAS-6 | 30 May & 29 Nov 2025 | ₹10,000 + ₹1,000/day |
Financial Statements | AOC-4 | 30 Oct 2025* | ₹100/day |
Annual Return | MGT-7/7A | 29 Nov 2025* | ₹100/day |
Return of Deposits | DPT-3 | 30 June 2025 | ₹5,000 - ₹25 lakh |
*30 days from AGM for AOC-4, 60 days for MGT-7. AGM must be held by Sep 30, 2025.
🛠️ How DisyTax Ensures Seamless Compliance
📊 Financial Compliance
- Ind AS-compliant accounting
- XBRL conversion services
- Tax audit documentation
- Bookkeeping automation
- Financial ratio analysis
⚖️ Legal Compliance
- AGM/Board meeting management
- Statutory register maintenance
- ROC forms filing
- DIN/KYC processing
- Corporate governance advisory
🔍 Specialized Services
- CSR strategy & reporting
- MSME compliance automation
- FEMA advisory
- Penalty waiver applications
- ESG reporting framework
📈 Best Practices for Compliance Management
- Digital Record Keeping: Use cloud-based systems for document retention (minimum 8 years)
- Compliance Calendar: Implement automated reminders for 90/60/30-day alerts
- Internal Audits: Conduct quarterly compliance health checks
- Director Training: Mandatory workshops on fiduciary duties
- Compliance Dashboard: Real-time tracking of filings and deadlines
- Document Version Control: Maintain audit trails for all statutory documents
Start your compliance journey today with a FREE compliance health check worth ₹5,000
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Frequently Asked Questions (FAQs)
What is annual compliance for private limited companies?
It includes filing AOC-4, MGT-7, auditor appointment (ADT-1), AGM, and ITR annually with the ROC and income tax department.
Is annual compliance mandatory for dormant companies?
Yes, even dormant companies must comply with MCA and Income Tax filing requirements annually.
What is the due date for AOC-4 for FY 2024-25?
AOC-4 must be filed within 30 days from the date of AGM. For FY 2024-25, the due date is 30 October 2025 (if AGM held on 30 Sep).
What is the penalty for late filing of MGT-7?
The penalty is ₹100 per day of delay. Additional penalties may apply to directors and the company.
Is ADT-1 filing mandatory every year?
ADT-1 must be filed on the appointment or reappointment of auditors, generally every 5 years unless changed.
When should a company file DPT-3?
DPT-3 must be filed on or before 30th June 2025 for reporting outstanding loans and deposits.
Can non-filing of ROC returns lead to strike off?
Yes. Failure to file ROC returns for two consecutive years may lead to strike-off of the company by MCA.
How to appoint an auditor in a private limited company?
Auditor is appointed within 30 days of incorporation or AGM and must be filed using ADT-1 on the MCA portal.
Is filing income tax return mandatory for a company with no income?
Yes, company ITR filing is mandatory regardless of turnover or profit/loss status.
What is DIR-3 KYC and its deadline?
Directors must verify their identity annually through DIR-3 KYC by 30 September 2025 to avoid deactivation of DIN.
What is the due date for filing ITR for companies?
The ITR due date for companies (not requiring audit) is 31st October 2025. For audited companies, it's 30th November 2025.
Can a company file annual compliance online?
Yes. Annual ROC filings like AOC-4, MGT-7, and ITR can be filed online through MCA and Income Tax portals.
Who is responsible for filing company returns?
Company directors and practicing professionals (CA/CS) are responsible for ensuring timely filings.
What is the penalty for non-filing of DPT-3?
Non-filing attracts penalties under Section 73 of Companies Act and may include ₹5,000 + ₹500/day of default.
Can DisyTax help with company compliance and filings?
Yes, DisyTax offers expert ROC, Income Tax, GST, and secretarial filing services for startups, SMEs, and corporates.