ROC कंप्लायंस

ROC (Registrar of Companies) compliance refers to the mandatory annual and event-based filings that every company registered under the Companies Act, 2013 must make to the Ministry of Corporate Affairs (MCA). It includes forms like AOC-4 (financial statements), MGT-7 (annual return), DIR-12 (director changes), ADT-1 (auditor appointment), and DIR-3 KYC (director KYC).

Non-compliance triggers compounding penalties under Section 137 of the Companies Act. The penalty is ₹100 per day per form, which can quickly accumulate into lakhs. Additionally, the company and every officer in default (directors) can face prosecution. Persistent non-compliance can lead to the company being struck off from the ROC register.

AOC-4 is the form for filing financial statements with MCA. It contains the audited balance sheet, profit and loss account, and cash flow statement. It must be filed within 30 days of the Annual General Meeting (AGM). Late filing attracts a penalty of ₹100 per day.

MGT-7 is the Annual Return form that provides a comprehensive overview of the company - shareholders, directors, share capital, meetings held, and key decisions. While AOC-4 focuses on financial data, MGT-7 covers governance and structural data. Both are filed annually but serve different purposes. MGT-7 is due within 60 days of the AGM.

DIR-12 is filed with MCA whenever there is any change in the board of directors - appointment of new directors, resignation of directors, changes in managing director, CEO, or other key managerial personnel. It must be filed within 30 days of the change. The form requires the director's consent letter and KYC documents.

DIR-3 KYC is the Know Your Customer filing required under rule 12A for every DIN holder. It involves updating personal details including PAN, Aadhaar, email, and address. From 31 March 2026 it is due once every three years (next due by 30 June 2028 if KYC is up to date). Failure to file DIR-3 KYC results in the director's DIN being marked as 'Deactivated', which blocks all MCA filings involving that director.

ADT-1 is the form used to intimate MCA about the appointment of the statutory auditor. It must be filed at the first board meeting after incorporation and then annually for re-appointment of the auditor. The form requires the auditor's consent letter and their membership number.

The penalty for late filing under Section 137 of the Companies Act is ₹100 per day per form. For MGT-7, the penalty can be ₹100/day multiplied by the number of days late, and in severe cases, can extend to ₹5 lakhs. The company and each officer in default (including directors) are jointly liable.

Yes, even dormant companies must file AOC-4, MGT-7, and DIR-3 KYC. The only difference is that dormant companies may have reduced compliance requirements in some areas. If a company remains dormant for 3 consecutive years, it may be struck off by MCA.

CHG-1 is filed when a company creates a charge on its assets - for example, when taking a loan against property or machinery. It must be filed within 30 days of creating the charge. CHG-4 is filed for modification of charges, and CHG-9 is filed when the charge is fully satisfied (loan repaid).

Yes, any company can file ROC forms directly through the MCA portal (www.mca.gov.in) at no government fee for most forms. However, the forms require accurate data preparation, proper digital signing, and knowledge of the correct form codes and field requirements. Professional help ensures accuracy and timely filing.

AGM (Annual General Meeting) is a mandatory yearly meeting of a company's shareholders. It must be held within 6 months of the financial year end (i.e., by 30 September for a March FY-end company). The AGM is where financial statements are presented, auditors are appointed, and dividends are declared. AOC-4 and MGT-7 are filed after the AGM.

The statutory auditor audits the company's financial statements and signs the auditor's report. This report is a mandatory part of AOC-4. The auditor must also be appointed via ADT-1. If a company fails to appoint an auditor within 30 days of incorporation or the AGM, the Central Government may appoint one at a fee.

ROC compliance is the broader umbrella covering all mandatory filings including annual (AOC-4, MGT-7), event-based (DIR-12, INC-22, CHG-1), and KYC (DIR-3 KYC). ROC annual filing specifically refers to the annual forms - AOC-4 and MGT-7 - filed once per financial year after the AGM.

Our CA team manages all forms across your portfolio. Our client dashboard provides a unified view of all your companies' compliance statuses, upcoming deadlines, and filing history. You get proactive alerts, monthly reports, and a single point of contact for all compliance queries.

We need: Certificate of Incorporation, PAN and TAN of the company, audited financial statements, auditor's report, director's report, director ID proofs, shareholder register, board meeting minutes, AGM minutes, and details of any charges on company assets. Once on-boarded, we maintain a checklist and request these from you on a scheduled basis.