Key points
- At least four board meetings a year (two for small companies), with no more than 120 days between them.
- The AGM must be held within six months of the financial year end; AOC-4 is due within 30 days and MGT-7 within 60 days of the AGM.
- Directors must complete DIR-3 KYC by 30 September each year or their DIN is deactivated.
Step by step
- Hold board meetings
Four meetings a year with a gap of not more than 120 days (two meetings for small companies and OPCs). Record minutes within 30 days and maintain the statutory registers. - Close accounts and get them audited
Prepare financial statements for the year ending 31 March, have them audited, and approve them in a board meeting before the AGM. - File DPT-3 and MSME-1
DPT-3 for deposits and outstanding loans by 30 June. MSME-1 half-yearly (by 30 April and 31 October) for dues to micro and small enterprises outstanding over 45 days. - Hold the AGM
By 30 September (within six months of year end and not more than 15 months after the last AGM). Adopt accounts, appoint or ratify the auditor and declare dividend if any. - File annual returns with the ROC
AOC-4 (financial statements) within 30 days of the AGM; MGT-7 or MGT-7A (annual return) within 60 days; ADT-1 within 15 days of an auditor's appointment. - Complete DIR-3 KYC
Every director must file DIR-3 KYC or the web-based KYC by 30 September. Failure deactivates the DIN and attracts a fee of 5,000 rupees. - Income tax and other filings
File the company's income tax return by 31 October (audited companies), tax audit report by 30 September, and keep GST, TDS and labour law filings current.
Penalties
Late ROC filings attract additional fees of 100 rupees per day per form with no upper limit. A company that fails to file financial statements or annual returns for three consecutive years renders its directors disqualified under Section 164(2) for five years, and the company itself may be struck off. Adjudication penalties under Sections 92 and 137 are imposed on the company and every officer in default.
Event-based filings
Beyond the annual cycle, changes in directors (DIR-12), registered office (INC-22), share capital (PAS-3, SH-7), charges (CHG-1) and beneficial ownership (BEN-2) must be filed within the time specified for each, usually 30 days.
Frequently asked questions
Does a company with no business still have to file?
Yes. A dormant or non-operational company must still file annual returns and financial statements, or apply for dormant status under Section 455 or strike-off under Section 248.
What is a small company?
A private company with paid-up capital up to 4 crore rupees and turnover up to 40 crore rupees. Small companies enjoy relaxed board meeting, annual return and audit rotation requirements.
Related practice area: Corporate Compliance & Restructuring
This article is for general information and does not constitute legal advice. Laws, rules and limitation periods change and depend on the facts; please take advice on your own situation before acting. Reading this article does not create a lawyer-client relationship with Akhtars Legalitarian.