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ROC Compliance: Annual Filing & Due Dates Guide 2025

Complete guide to ROC compliance for companies in India. Learn about annual returns, financial statements, due dates, penalties, and filing procedures.

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February 2026Last Updated
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Executive Summary

Registrar of Companies (ROC) compliance is mandatory for all registered companies in India. Annual compliance includes filing annual returns, financial statements, and maintaining statutory registers. Non-compliance attracts heavy penalties and can lead to company strike-off. This comprehensive guide covers all ROC compliance requirements including Forms MGT-7, AOC-4, ADT-1, due dates, late fees, and penalties. Whether you are a Private Limited, Public Limited, or OPC, understand your compliance obligations to avoid legal issues.

What is ROC Compliance?

Registrar of Companies (ROC) compliance refers to the statutory requirements that every company registered in India must fulfill annually. The Ministry of Corporate Affairs (MCA) mandates these compliances to ensure transparency, proper governance, and protection of stakeholder interests.

ROC compliance includes filing annual returns, financial statements, maintaining statutory registers, conducting board meetings, and adhering to various provisions of the Companies Act, 2013. Each type of company - Private Limited, Public Limited, One Person Company (OPC), and Section 8 Company - has specific compliance requirements.

The compliance year runs from April 1 to March 31. All filings must be done electronically through the MCA portal using Digital Signature Certificates (DSC).

Annual Return (Form MGT-7) must be filed every year
Financial Statements (Form AOC-4) with detailed financials
Board Meetings - Minimum 4 per year for Pvt Ltd
AGM must be held within 6 months of financial year end
Statutory Registers must be maintained and updated
Due dates vary based on company type and listing status
Late filing attracts additional fees and penalties

Why is ROC Compliance Important?

Legal Protection

Proper compliance protects directors from personal liability and legal actions.

Avoid Penalties

Timely filing saves heavy late fees that increase with delay duration.

Good Standing

Active compliant status builds trust with banks, investors, and vendors.

Business Continuity

Prevents company strike-off and disqualification of directors.

Easy Fundraising

Compliant companies find it easier to raise loans and investments.

Government Benefits

Eligible for subsidies, tenders, and government schemes.

Step-by-Step Process

1

Prepare Financial Statements

Compile Balance Sheet, Profit & Loss Account, Cash Flow Statement, and Notes to Accounts. Get them audited by a Chartered Accountant.

Start immediately after financial year ends on March 31.
2

Conduct Board Meeting

Approve financial statements, recommend dividend if any, fix AGM date, and authorize directors to sign returns.

Must be held before AGM. Maintain proper minutes.
3

Hold Annual General Meeting (AGM)

Present audited financials to shareholders, declare dividend, appoint/retire directors, and appoint auditors.

First AGM within 9 months of incorporation. Subsequent AGMs within 6 months of FY end.
4

File Form AOC-4 (Financial Statements)

File audited financial statements with MCA within 30 days of AGM. Includes XBRL filing for certain companies.

Due date: October 30 for non-listed companies. XBRL mandatory for listed cos and cos with turnover > ₹5Cr.
5

File Form MGT-7 (Annual Return)

File annual return containing company details, shareholding pattern, changes in directors, and compliance status.

Due date: October 29 for non-listed companies. Attach list of shareholders, debenture holders.
6

File Other Compliance Forms

File ADT-1 (Auditor appointment), DIR-12 (Director changes), CHG-1 (Charges), as applicable.

Event-based compliances must be filed within prescribed timelines.

Documents Required

Audited Financial StatementsBalance Sheet, P&L, Cash Flow, Notes
Board Meeting MinutesSigned minutes of BM approving financials
AGM MinutesSigned minutes of Annual General Meeting
List of ShareholdersUpdated shareholding pattern as of record date
Director ReportsReports to be attached with financial statements
Auditor ReportStatutory audit report by CA
Secretarial Audit ReportFor listed and prescribed class of companies
Digital Signature (DSC)Valid DSC of authorized director for filing

Costs & Fees

ItemGovernment FeeProfessional Fee
Statutory Audit Fees-₹5,000 - ₹50,000
Form AOC-4 Filing₹200 - ₹600-
Form MGT-7 Filing₹200 - ₹600-
Professional Fees-₹3,000 - ₹15,000
XBRL Filing (if applicable)₹400-
Total Estimated Cost₹5,000 - ₹25,000/year

Common Mistakes to Avoid

Missing filing deadlines

Solution: Set calendar reminders 30 days before due dates. Due dates: AOC-4 (Oct 30), MGT-7 (Oct 29).

Incorrect financial data

Solution: Get accounts audited by qualified CA. Cross-check all figures before filing.

Not conducting AGM on time

Solution: AGM must be held within 6 months of FY end (by September 30). Extension requires ROC permission.

Ignoring event-based compliances

Solution: File DIR-12 within 30 days of director change. File CHG-1 within 30 days of charge creation.

Incomplete or incorrect attachments

Solution: Ensure all mandatory attachments are included. Verify formats and sizes meet MCA requirements.

Frequently Asked Questions

What happens if I miss the ROC filing deadline?

Is ROC compliance mandatory for dormant companies?

Can I revise my ROC filings after submission?

What is the penalty for non-filing of annual returns?

Do OPC and Section 8 companies have different compliance?

What is XBRL filing and who needs to do it?

Can a company be struck off for non-compliance?

How do I check my company compliance status?

Related Resources

Form MGT-7 Filing Guide

Step-by-step MGT-7 filing process

Form AOC-4 Explained

Financial statement filing guide

Due Date Calendar 2025

All ROC compliance due dates

Penalty Calculator

Calculate late filing fees

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