MCA Annual Filing: What Every Private Limited Company Must Submit
Reviewed by CA Nikhil Gupta · Last reviewed 17 June 2026
Every Private Limited Company in India must file annual returns and financial statements with the Ministry of Corporate Affairs (MCA) — even if the company has no business activity. Missing these filings results in late fees that escalate sharply, and persistent non-compliance can lead to company strike-off. Here's exactly what needs to be filed, by when, and what it costs to miss.
Mandatory Annual Filings for Every Private Limited Company
| Form | Purpose | Due Date | Late Fee |
|---|---|---|---|
| AOC-4 | Filing of financial statements (Balance Sheet, P&L, Notes, Directors' Report, Auditor's Report) | 30 days from AGM (AGM must be within 6 months of financial year end = by 30 Sept; so AOC-4 by 30 Oct) | ₹100 per day per form (no cap) |
| MGT-7 / MGT-7A | Annual Return (details of shareholders, directors, charges, shareholding pattern) | 60 days from AGM (by 29 Nov for Sept AGM) | ₹100 per day per form (no cap) |
| ADT-1 | Notice of appointment of statutory auditor | 15 days from appointment / AGM | ₹300 per day (max ₹12 lakh) |
| MGT-14 | Filing of Board resolutions for certain matters (e.g., financial statements adoption, loan approval) | 30 days from Board meeting | ₹500 per day |
| DIR-3 KYC Web | KYC of every individual holding a DIN (Director Identification Number) — once in every third consecutive financial year since 31 March 2026 | 30 June of the third financial year (next: 30 June 2028 for directors who completed KYC under the annual system); changed mobile, email or address within 30 days | Nil within the timeline; ₹5,000 if filed after it or to re-activate a DIN; ₹500 for every filing made for a change (G.S.R. 300(E), 21 April 2026); DIN marked deactivated until KYC is completed |
AOC-4: Financial Statement Filing in Detail
AOC-4 is the most important MCA annual filing — it's where the company's audited financial statements become public record. Contents:
- Balance Sheet as at 31 March
- Profit & Loss Statement for the year
- Cash Flow Statement (if applicable)
- Notes to Accounts
- Directors' Report (including details of CSR, risk management, Related Party Transactions, etc.)
- Independent Auditor's Report
- Statement of Changes in Equity (for companies following Ind AS)
The financial statements must be digitally signed by two directors (one must be a whole-time/managing director) and the CFO (if applicable), and also signed by the statutory auditor. They are then certified and filed on MCA21 portal using the director's DSC (Digital Signature Certificate).
MGT-7 / MGT-7A: Annual Return
MGT-7 is the annual return for companies outside the MGT-7A category. MGT-7A is the abridged return for One Person Companies and qualifying small companies. From 1 December2025, the prescribed small-company limits are paid-up capital not exceeding ₹10 crore and turnover not exceeding ₹100 crore, read with Companies Act section2(85). The exclusions include holding or subsidiary companies, section8 companies and companies or bodies governed by a special Act. The current limits must not be backdated to FY2021–22; the earlier prescribed limits were ₹2crore/₹20crore and then ₹4crore/₹40crore. Determine the classification and applicable return for the relevant financial year using the operative rules. MCA parliamentary answer17March2026, item16: effective date and thresholds.
Key information in MGT-7/7A:
- List of all shareholders with number of shares held
- List of all directors with their DIN, address, and appointment dates
- Details of charges (mortgages, debentures) registered with MCA
- Details of meetings held (Board, AGM)
- Remuneration of directors and KMP
AGM: The Annual General Meeting Requirement
Every company must hold an AGM within 6 months of the end of the financial year (i.e., by 30th September for companies with 31st March year-end) and within 15 months of the previous AGM. The AGM must:
- Adopt the audited financial statements for the year
- Appoint/reappoint directors (as applicable)
- Appoint/ratify the statutory auditor
- Declare dividend (if any)
Failure to hold the AGM is a separate offence under Section 99 of the Companies Act — penalty on company: up to ₹1 lakh; on officers in default: up to ₹1 lakh each.
DIR-3 KYC: Director KYC Once in Three Years
Every individual holding a DIN (Director Identification Number) must file Form DIR-3 KYC Web once in every third consecutive financial year, on or before 30 June. Until 31 March 2026 the filing was annual, due by 30 September; the amended Rule 12A (G.S.R. 943(E), notified 31 December 2025) replaced it with a three-yearly KYC, and MCA has stated that directors who had completed KYC under the annual system are next due by 30 June 2028. A change in mobile number, email ID or residential address must be updated within 30 days through the same form, with a fee of ₹500 for every filing; such an update does not move the three-year date.
If KYC is not completed when due, the DIN is marked "Deactivated" — the director can be blocked from being used in MCA filings until the DIN is re-activated through Form DIR-3 KYC Web, for a fee of ₹5,000. Check your directors' position with the Director KYC and DIR-3 KYC Due-Date Checker.
Other Event-Based Filings (Not Annual but Important)
- DIR-12: Appointment or resignation of director (within 30 days)
- SH-7: Change in authorised share capital
- PAS-3: Return of allotment of shares (within 30 days of allotment)
- CHG-1: Creation or modification of charge/mortgage (within 30 days)
- INC-22: Change in registered office address
Consequences of Non-Filing
- Escalating late fees: ₹100/day per form, uncapped for AOC-4 and MGT-7. A company that hasn't filed for 3 years can owe ₹2+ lakh in fees before revival.
- Director disqualification: If a company fails to file financial statements or annual returns for 3 consecutive years, its directors are disqualified under Section 164(2) from holding any directorship for 5 years — in any company, not just the defaulting one.
- Company strike-off: The Registrar of Companies (RoC) can strike off companies that don't file for 2+ consecutive years under Section 248. Striking off doesn't eliminate liabilities — they survive.
- No bank loans: Banks check MCA filing status; companies with pending filings often cannot get loans or open accounts.
For the broader compliance picture, see our TDS compliance calendar and statutory audit checklist.
2026 Accuracy & Decision Check
Annual filing calendar: anchor each form to its statutory event
For a private company, AOC-4 is generally linked to the financial-statement/AGM timeline and MGT-7/MGT-7A to the annual-return timeline; ordinary statutory references are 30 days and 60 days from AGM respectively. DPT-3, DIR-3 KYC and other event/annual forms have their own triggers. Do not convert a September AGM example into a universal fixed calendar date without checking extensions and the actual AGM date.
Decision / evidence controls
- Create a form-by-form event date register.
- Confirm whether MGT-7A eligibility applies before using the small-company/OPC route.
- Reconcile signed financials, board report, auditor report and XBRL applicability before AOC-4.
- Retain SRNs, challans and acknowledgement PDFs in the statutory record.
Primary-source checks
Frequently Asked Questions
Source and review trail
Use the current official instrument, portal or regulator publication before acting.
- Primary category
- Companies Act & MCA
- Official starting point
- www.mca.gov.in
Primary sources & related provisions
Statutory provisions referenced in this guide: