ROC Annual Filing

What is ROC annual filing?

Every company and LLP registered with the Ministry of Corporate Affairs must file certain annual documents with the Registrar of Companies (ROC). These filings include financial statements, the annual return and details of directors, shareholders and auditors. For businesses in Chennai, the jurisdictional office is the ROC, Chennai, but all filings are made online on the MCA portal.

Annual compliance for Private Limited Companies and OPCs

• Board meetings: at least four board meetings a year for a Private Limited Company, with relaxations for small companies and OPCs.
• Statutory audit: accounts must be audited by a chartered accountant every year.
• Annual General Meeting: held within six months of the end of the financial year, usually by 30 September. OPCs are exempt.
• AOC-4: filing of financial statements within 30 days of the AGM.
• MGT-7 / MGT-7A: filing of the annual return within 60 days of the AGM.
• ADT-1: intimation of auditor appointment within 15 days of the AGM, where applicable.
• DIR-3 KYC: annual KYC of every director with a DIN, usually by 30 September.
• DPT-3 and MSME-1: returns for deposits and outstanding payments to MSME suppliers, where applicable.

Annual compliance for LLPs

• Form 11: annual return with partner details, due by 30 May.
• Form 8: statement of accounts and solvency, due by 30 October.
• Audit: required if turnover exceeds ₹40 lakh or contribution exceeds ₹25 lakh.
• DIR-3 KYC: for designated partners holding a DIN or DPIN.

Consequences of missing ROC filings

• Additional fee of ₹100 per day for each delayed form
• Penalties on the company and its officers for continued default
• Disqualification of directors and deactivation of DINs
• Strike-off of the company or LLP from the register
• Difficulty in raising loans, opening accounts or closing the business later

Behind on filings? We can fix it

If your company has missed filings for one or more years, do not ignore it. We review the MCA records, prepare the pending financial statements and annual returns, calculate the additional fees and, where available, use government condonation or amnesty schemes to reduce the cost of catching up.

Documents and information we need

• Audited financial statements and auditor’s report
• Directors’ report and notice of AGM
• Shareholding pattern and details of share transfers during the year
• Details of directors, key managerial personnel and changes during the year
• Details of loans, deposits and related party transactions

Our ROC filing process

1. Compliance calendar: we prepare a calendar of all due dates for your company or LLP.
2. Accounts and audit coordination: we work with your accountant and auditor, or provide these services ourselves.
3. Meeting documents: we draft board resolutions, AGM notices, minutes and the directors’ report.
4. Form preparation: we prepare AOC-4, MGT-7A, ADT-1, Form 8, Form 11 and other applicable forms.
5. Filing and certification: forms are signed with DSCs and certified by a practising professional where required.
6. Records: you receive filed copies and payment receipts for your records.

Frequently Asked Questions

What are the main ROC annual forms for a Private Limited Company?

Companies file AOC-4 for financial statements within 30 days of the AGM and MGT-7 or MGT-7A for the annual return within 60 days of the AGM.

What is the penalty for late ROC filing?

Late filing attracts an additional fee of ₹100 per day per form, with no upper limit. Continued default can lead to penalties on the company and directors.

Does a company with no business need to file annual returns?

Yes. Every registered company must file its financial statements and annual return, even if there was no business activity during the year.

What annual forms does an LLP file?

LLPs file Form 11 (annual return) by 30 May and Form 8 (statement of accounts and solvency) by 30 October every year.

What happens if ROC filings are not done for years?

The ROC can strike off the company, directors can be disqualified for five years and their DINs deactivated. Pending filings should be regularised as soon as possible.