MCA21 V3 Portal — Company & LLP Filing Services

📌 Updated for Corporate Laws (Amendment) Bill, 2026 & CCFS-2026

ROC Compliance — Companies & LLP Filing Services

Every company incorporated under the Companies Act, 2013 and every Limited Liability Partnership registered under the LLP Act, 2008 is required to file a range of statutory documents, returns, and financial statements with the Registrar of Companies (ROC) on the MCA21 Version 3 portal. Non-compliance results in heavy additional fees (₹100/day per form), director disqualification, and prosecution.

2026 has brought significant changes to the corporate compliance landscape — the Corporate Laws (Amendment) Bill, 2026 (introduced March 2026) proposes major changes to the Companies Act and LLP Act; the CCFS-2026 one-time scheme (April–July 2026) offers defaulting companies a 90% relief on accumulated late fees; expanded ROC structure (new ROC Delhi I, Delhi II, and others from 16 February 2026); and revised Small Company thresholds reducing compliance burden for a larger set of companies.

⚠ CCFS-2026 Window: 15 April 2026 to 15 July 2026 — Companies with pending ROC filings can clear all defaults by paying only 10% of accumulated late fees. This window closes permanently on 15 July 2026. Contact us immediately if you have pending filings.
Company Registration LLP Registration Annual Filing AOC-4 MGT-7 DIR-3 KYC CCFS-2026 Event-Based Compliance MCA V3 Portal Section 8 Company OPC
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Company Registration

Pvt Ltd, OPC, Section 8, Public

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LLP Registration

New LLP incorporation & LLPIN

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Annual Compliance

AOC-4, MGT-7, ADT-1 & more

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LLP Returns

Form 11, Form 8, KYC

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CCFS-2026

Clear old defaults at 10% fees

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Event-Based

Director change, charge, address

What's New in 2026 — Key Changes to ROC Compliance

The corporate compliance landscape in India has seen significant changes in 2026 — from a restructured ROC network and a one-time compliance amnesty scheme to a proposed landmark amendment bill. Here is everything companies and LLPs need to know:

⚡ CCFS-2026 — Companies Compliance Facilitation Scheme

One-time opportunity to clear all pending ROC filings at just 10% of accumulated late fees | Window: 15 April 2026 – 15 July 2026

What It Is

A one-time MCA scheme under Sections 403 & 460 of the Companies Act, 2013 — introduced vide General Circular No. 01/2026 — allowing companies to file all pending annual returns (MGT-7) and financial statements (AOC-4) by paying only 10% of the total accumulated additional fee.

Normal Late Fee vs CCFS

Under normal rules, delayed AOC-4 and MGT-7 attract ₹100/day each — totalling ₹200/day. Multi-year defaults can run into lakhs. Under CCFS-2026, all that accumulated additional fee is reduced to just 10%, making regularisation highly cost-effective.

Dormant Company Option

Non-operating companies may apply for Dormant Status under Section 455 by filing e-Form MSC-1 at 50% of the normal filing fee — allowing them to remain on the register without full annual compliance burden.

Strike-Off Option

Defunct companies that wish to exit can file e-Form STK-2 at just 25% of normal fee under CCFS-2026 — obtaining a clean removal from the MCA register and protection from future prosecution for past defaults.

Who Is Excluded

Companies already issued final strike-off notices, companies that applied for dormancy or strike-off before the scheme, dissolved companies, and "vanishing companies" are excluded from CCFS-2026.

Act Now

After 15 July 2026, normal fees and prosecution resume. The ROC will initiate action against all remaining defaulters. Do not wait — contact us to assess your pending filings and file within the CCFS-2026 window.

Corporate Laws (Amendment) Bill, 2026

The Corporate Laws (Amendment) Bill, 2026 was introduced in Lok Sabha on 23 March 2026 and proposes amendments across 88 sections of the Companies Act, 2013 and the LLP Act, 2008. Key provisions relevant to compliance:

📈 Small Company Threshold

Expanded Definition

Paid-up capital threshold increased from ₹10 Cr to ₹20 Cr; turnover threshold increased from ₹100 Cr to ₹200 Cr. Significantly more companies now qualify as Small Companies — unlocking simplified filings (MGT-7A), fewer board meetings, and exemptions from secretarial audit.

🏢 Incorporation Simplification

Affidavit Replaced by Self-Declaration

The notarised affidavit (INC-9) required at incorporation is replaced by a simple self-declaration — reducing cost and time for new company formation. Draft Rules dated 8 April 2026 also propose consolidating 9 forms into 2 (E-CHNG and E-CON).

📷 Virtual Meetings

Virtual AGMs & EGMs

Companies will be allowed to hold Annual General Meetings (AGMs) and Extraordinary General Meetings (EGMs) virtually — reducing the compliance cost and logistical burden for companies with geographically dispersed shareholders.

👥 KMP Resignation Process

New Section 203A

A formal statutory process is introduced for resignation of whole-time Key Managerial Personnel (CFO, CS) who are not directors — with prescribed notice period, notification to ROC, and timelines for appointing replacements.

📋 DIR-3 KYC Cycle

Annual KYC to 3-Year Cycle

The Amendment Bill proposes changing Director KYC (DIR-3 KYC) from an annual requirement to a triennial (3-year) filing cycle — significantly reducing annual compliance overhead for directors.

📄 LLP Relief

LLP Filing Ease

LLPs regulated by SEBI or IFSCA can now file changes to partners and LLP agreements annually rather than immediately upon each change — significant relief for investment funds structured as LLPs.

⛔ Enhanced Strike-Off

New Trigger Added

In addition to non-filing for 2 years, companies with no significant accounting transactions for 2 preceding FYs plus the current FY can now be struck off — proactively cleaning shell companies from the MCA register.

🏖 ROC Restructure

New ROCs from 16 Feb 2026

MCA created new Regional Directors and ROCs effective from 16 February 2026. Notably, ROC Delhi is split into ROC Delhi I and ROC Delhi II, and ROC Haryana is created separately. Companies should verify their new ROC jurisdiction on the MCA V3 portal.

Note: The Corporate Laws (Amendment) Bill, 2026 was introduced in Parliament in March 2026 and was under consideration as of the date of this writing. Specific provisions will come into force on the date notified by the Central Government after the Bill is passed. We will update our clients as each provision is notified. Contact us for an update specific to your company →

Company Registration — Types & Incorporation

All companies in India are incorporated under the Companies Act, 2013 and registered on the MCA21 V3 portal through the integrated SPICe+ (INC-32) form — which simultaneously handles name reservation, DIN allotment, PAN, TAN, GSTIN, EPFO, ESIC, and bank account opening. From 2026, the affidavit (INC-9) at incorporation is replaced by a simpler self-declaration.

Types of Companies Under the Companies Act, 2013

🏢 Private Limited Company

The most popular business structure — limited liability, separate legal identity, perpetual succession. Maximum 200 members; restricted share transfer. Eligible for simplified filings under the Small Company threshold if capital ≤ ₹20 Cr & turnover ≤ ₹200 Cr (post 2026 Bill).

Min. directors: 2  |  Min. capital: No minimum  |  Ideal for: Startups, SMEs, funded ventures

👤 One Person Company (OPC)

A company with a single member and a single director — providing limited liability to solo entrepreneurs. OPCs are exempt from holding AGMs and have simplified annual compliance (MGT-7A, AOC-4 by 27 Sep 2026 for FY 2025-26).

Members: 1  |  Directors: 1 (min.)  |  Ideal for: Sole proprietors seeking limited liability

🌎 Public Limited Company

Suitable for larger businesses planning to raise capital from the public. No restriction on number of members; shares are freely transferable. Subject to more stringent compliance including secretarial audit (above threshold) and XBRL filing (above threshold).

Min. directors: 3  |  Min. members: 7  |  Ideal for: Large businesses, IPO-bound companies

❤ Section 8 Company (Non-Profit)

A company incorporated for charitable, educational, religious, or social purposes — not for profit. Profits (if any) are applied towards the stated objectives. Eligible for 12A/80G exemption under the Income Tax Act, 2025. Requires a licence from the Central Government.

Min. directors: 2  |  Ideal for: NGOs, trusts, foundations, educational institutions

🏠 Nidhi Company

A type of NBFC that accepts deposits from and lends to its members only — operating on mutual benefit principles. Regulated by MCA under the Nidhi Rules, 2014 (as amended). Required to file NDH-1 within 90 days of year end and NDH-3 half-yearly return.

Min. members: 200 (within 1 year)  |  Ideal for: Mutual benefit societies, savings groups

🎉 Producer Company

A company formed by farmers, agriculturalists, or primary producers for collective benefit — selling, marketing, or processing agricultural produce. Governed by Sections 378A to 378ZT of the Companies Act, 2013 (inserted by the Companies (Amendment) Act, 2020).

Min. members: 10 individuals or 2 institutions  |  Ideal for: Farmer Producer Organisations (FPOs)

Incorporation Process — SPICe+ on MCA21 V3

01

Name Reservation — RUN or SPICe+ Part A

Apply for company name reservation through RUN (Reserve Unique Name) for a single name or through SPICe+ Part A for up to 2 names. Name must comply with MCA naming guidelines — no resemblance to existing names, trademarks, or prohibited words.

02

Prepare MOA, AOA & Declarations

Draft the Memorandum of Association (MOA) and Articles of Association (AOA). From 2026, the subscriber affidavit (INC-9) is replaced by a simple self-declaration — reducing notarisation cost and time.

03

File SPICe+ Part B on MCA V3

File the integrated SPICe+ (INC-32) form covering: DIN allotment for proposed directors, company incorporation, PAN, TAN, GST, EPFO, ESIC registration. EPFO, ESIC, and bank account opening are now optional at the SPICe+ stage (April 2026 draft rules).

04

File INC-20A — Commencement of Business

Within 180 days of incorporation, file Form INC-20A declaring that each subscriber to the MOA has paid the value of shares agreed to be taken by them. No business activity can commence until this declaration is filed.

05

Certificate of Incorporation

On approval, MCA issues the Certificate of Incorporation (CoI) digitally — carrying the Company Identification Number (CIN). The CoI is conclusive evidence of registration under the Companies Act, 2013.

06

Post-Incorporation Setup

Open current bank account, apply for Professional Tax (state-specific), obtain DSC for all directors, register for GST (if applicable), complete Udyam / MSME registration, and set up statutory registers at the registered office.

Documents Required for Incorporation

  • 📄 PAN Card of all proposed directors
  • 📄 Aadhaar Card of all proposed directors (for DIN and DSC)
  • 🏠 Registered office proof — electricity bill / rent agreement (not older than 2 months) + NOC from owner
  • 📷 Passport-size photograph of all proposed directors
  • 📄 MOA and AOA (to be prepared by our team)
  • 📄 Self-declaration from subscribers (replaces INC-9 affidavit — 2026 update)
  • 📄 DIR-2 consent to act as director from each proposed director
  • 🔗 DSC (Class 3) of all proposed directors
  • 📋 For foreign nationals: Passport (apostilled) + address proof (apostilled)

We handle the entire incorporation process end-to-end — from name reservation to Certificate of Incorporation and post-registration setup. See our dedicated Company Formation page →

LLP Registration — Limited Liability Partnership

A Limited Liability Partnership (LLP) is a hybrid business structure — combining the flexibility of a partnership with the limited liability protection of a company. Governed by the Limited Liability Partnership Act, 2008, an LLP is a separate legal entity with a distinct LLPIN (LLP Identification Number) and is ideal for professional firms, service businesses, and small-to-medium enterprises.

The Corporate Laws (Amendment) Bill, 2026 proposes several relief measures for LLPs — including annual (rather than immediate) filing of partner changes for SEBI/IFSCA-regulated LLPs and further decriminalisation of minor procedural defaults.

LLP vs Private Limited Company — Key Differences

Limited Liability Partnership (LLP)

  • Governed by LLP Act, 2008
  • No minimum capital requirement
  • No requirement for board meetings
  • Profits taxed as partnership income (ITR-5)
  • No dividend distribution tax
  • No mandatory secretarial audit
  • Annual filings: Form 11 (May 30) + Form 8 (Oct 30)
  • Audit required only if turnover > ₹40L or capital > ₹25L
  • Cannot raise equity capital from public
  • Ideal for: Professional firms, service businesses

Private Limited Company

  • Governed by Companies Act, 2013
  • No minimum capital (but share capital needed)
  • Minimum 4 board meetings per year (2 for small cos)
  • Corporate tax rate (25.17% or 22% new regime)
  • Dividend distribution on profits
  • Secretarial audit for prescribed companies
  • Annual filings: AOC-4 + MGT-7 + ADT-1 + others
  • Statutory audit mandatory (all companies)
  • Can raise equity from Angel investors, VCs
  • Ideal for: Startups, tech companies, funded ventures

LLP Incorporation Process

01

Obtain DPIN / DIN for Designated Partners

Each proposed designated partner must have a Designated Partner Identification Number (DPIN) — equivalent to DIN for directors. Existing DIN holders can use their DIN directly. New DPINs are applied through the FiLLiP form.

02

Name Reservation — RUN-LLP

Apply for LLP name reservation through the RUN-LLP (Reserve Unique Name for LLP) service on the MCA V3 portal. The name must end with "LLP" or "Limited Liability Partnership" and comply with MCA naming guidelines.

03

File FiLLiP — Form for Incorporation

The integrated FiLLiP (Form for Incorporation of Limited Liability Partnership) form is filed on MCA V3 — covering DPIN allotment for new designated partners, LLP incorporation, PAN, TAN, and registered office address.

04

Execute and File LLP Agreement

The LLP Agreement (governing the rights, duties, capital contributions, and profit-sharing of partners) must be drafted and filed with the ROC in Form 3 within 30 days of incorporation. A properly drafted LLP Agreement is critical to prevent disputes.

05

Certificate of Incorporation

On approval, ROC issues the Certificate of Incorporation for the LLP with the LLPIN (LLP Identification Number). The LLP is now a separate legal entity from the date of incorporation certificate.

06

Post-Incorporation

Open current bank account, obtain DSC (Class 3) for all designated partners, register for GST (if applicable), complete Udyam registration, and establish books of account in accordance with Section 34 of the LLP Act, 2008.

Documents Required for LLP Incorporation

  • 📄 PAN Card of all proposed designated partners and partners
  • 📄 Aadhaar Card of all proposed designated partners
  • 🏠 Registered office proof — electricity bill / rent agreement + NOC from owner
  • 📷 Passport-size photograph of all designated partners
  • 📄 Consent to act as Designated Partner from each proposed DP
  • 🔗 DSC (Class 3) of all designated partners
  • 📋 LLP Agreement (to be drafted by our team)
  • 📋 For foreign nationals: Apostilled Passport + address proof

We handle LLP incorporation end-to-end — name reservation, FiLLiP filing, LLP Agreement drafting, and post-incorporation setup. See our dedicated LLP page →

Annual ROC Compliance — Companies (FY 2025-26)

Every company must file annual returns and financial statements with the ROC after its Annual General Meeting (AGM). For FY 2025-26, the AGM must be held on or before 30 September 2026. All subsequent deadlines flow from the actual AGM date — not from fixed calendar dates. All filings are done on the MCA21 V3 portal using Class 3 DSC.

MCA has notified extended due dates for FY 2025-26: AOC-4 extended to 27 September 2026 (OPC) and 29 October 2026 (others); MGT-7 / MGT-7A extended to 28 November 2026. Always verify the latest circular on the MCA portal before filing.

Mandatory Annual Forms — All Companies

FormPurposeDue Date (FY 2025-26)Who Files
AOC-4Filing of Financial Statements (Balance Sheet, P&L, Notes, Auditor's Report, Board's Report)Within 30 days of AGM (extended to 29 Oct 2026)All Companies except OPC
AOC-4 (OPC)Financial Statements for One Person CompaniesWithin 180 days of FY end (extended to 27 Sep 2026)OPCs
AOC-4 XBRLFinancial Statements in XBRL format for prescribed companiesSame as AOC-4 (29 Oct 2026)Companies with paid-up capital ≥ ₹5 Cr or turnover ≥ ₹100 Cr (non-Small) listed companies
MGT-7Annual Return — details of directors, shareholders, registered office, capital structure, related party transactionsWithin 60 days of AGM (extended to 28 Nov 2026)All companies except Small Companies & OPCs
MGT-7ASimplified Annual Return for Small Companies and OPCsWithin 60 days of AGM (extended to 28 Nov 2026)Small Companies (paid-up ≤ ₹10 Cr AND turnover ≤ ₹100 Cr) & OPCs
ADT-1Intimation to ROC of appointment / re-appointment of Statutory AuditorWithin 15 days of AGMAll Companies
DIR-3 KYC / DIR-3 KYC WebAnnual KYC of every director holding a DIN (web-based if no changes; full form if changes)30 September every year (30 Sep 2026)All DIN holders
MSME-1Half-yearly return for outstanding payments to Micro & Small Enterprises (MSEs) beyond 45 days30 April (Oct-Mar period); 31 October (Apr-Sep period)All companies with outstanding MSE payments
BEN-2Return to ROC in respect of declaration under Section 90 — Significant Beneficial OwnershipWithin 30 days of receiving BEN-1 from beneficial ownerCompanies receiving SBO declaration
DPT-3Return of Deposits and outstanding receipt of loans30 June every yearCompanies with deposits or outstanding loans
MGT-14Filing of Board Resolutions and Special Resolutions with ROCWithin 30 days of passing resolutionAll Companies (for prescribed resolutions)

Small Company — Simplified Compliance

A Small Company under the Companies Act, 2013 is one whose paid-up capital does not exceed ₹10 Crore AND turnover does not exceed ₹100 Crore (as revised vide notification dated December 1, 2025 — from earlier ₹4 Cr and ₹40 Cr). The Corporate Laws (Amendment) Bill, 2026 further proposes raising these limits to ₹20 Cr and ₹200 Cr respectively.

📋 MGT-7A Instead of MGT-7

Small Companies and OPCs file the simplified MGT-7A (condensed annual return) instead of the full MGT-7 — reducing disclosure and compliance workload significantly.

📅 2 Board Meetings / Year

Small companies need to hold only 2 board meetings per year (one in each half) instead of the standard minimum of 4 board meetings — with a minimum gap of 90 days between meetings.

📄 No Secretarial Audit

Small companies and OPCs are exempt from mandatory secretarial audit under Section 204 of the Companies Act, 2013 — a significant cost saving.

📈 AOC-4 Without Practicing Professional

Small companies are not required to get their AOC-4 certified by a practising professional (CA/CS) — the form can be filed directly by the director with the auditor's report attached.

INC-20A — Commencement of Business Declaration

Every company with share capital incorporated on or after 2 November 2018 must file Form INC-20A declaring that all subscribers have paid up their share capital — before commencing any business activity or exercising any borrowing powers. This must be filed within 180 days of incorporation. Failure attracts: penalty of ₹50,000 on the company + ₹1,000/day on every officer in default.

Late Filing Penalties: Additional fee for delayed AOC-4 and MGT-7/MGT-7A is ₹100 per day per form — with no upper limit. Missing both forms by 100 days costs ₹20,000 in additional fees alone, plus the normal government fee. Under the CCFS-2026 scheme (April 15 – July 15, 2026), companies with pending historical filings can clear all defaults by paying only 10% of the accumulated additional fee.

Annual ROC Compliance — LLP (FY 2025-26)

Every Limited Liability Partnership registered under the LLP Act, 2008 must file two mandatory annual forms with the ROC — Form 11 (Annual Return) and Form 8 (Statement of Account & Solvency) — in addition to partner KYC and income tax return filing. All LLP filings are done on the MCA21 V3 portal using Class 3 DSC of designated partners.

Mandatory Annual Forms — LLPs

Form LLP-11 — Annual Return

Due: 30 May 2026 (within 60 days of FY end)

Annual Return of the LLP — filed under Section 35 of the LLP Act, 2008. Discloses details of: designated partners and partners (DPIN, name, address, contribution), total capital contributions, profit-sharing ratios, summary of changes during the year, and details of body corporate partners if any.

Who files: All LLPs, regardless of turnover or activity. Even LLPs with nil transactions must file Form 11. Newly incorporated LLPs existing for less than 180 days in the preceding FY have an optional filing requirement.

Signed by: Two designated partners using their Class 3 DSCs. Certification by a practising CS is required where total obligation of contribution exceeds ₹50 lakh or annual turnover exceeds ₹5 crore.

Form LLP-8 — Statement of Account & Solvency

Due: 30 October 2026 (within 30 days of 6 months of FY end)

Statement of Account & Solvency of the LLP — filed under Section 34 of the LLP Act, 2008. Contains: Balance Sheet, Statement of Income and Expenditure, and a declaration of solvency by the designated partners.

Audit requirement: If annual turnover exceeds ₹40 lakh or partner contribution exceeds ₹25 lakh, the accounts must be audited by a Chartered Accountant in practice before Form 8 is filed. Small LLPs below these thresholds can file unaudited accounts.

Small LLP Benefit: Small LLPs (capital contribution ≤ ₹25L AND turnover ≤ ₹40L) face a lower additional fee on delayed filings and reduced adjudication penalties under the amended LLP Act.

DIR-3 KYC — Partner KYC

Due: 30 September every year (30 Sep 2026)

DIN/DPIN holders who have been allotted a DIN on or before 31 March of a financial year must file DIR-3 KYC by 30 September of the immediately next financial year.

DIR-3 KYC Web: If no details have changed from the previous year, a quick web-based confirmation (OTP-based) suffices — no form filing required. If any details have changed (mobile, email, address), the full DIR-3 KYC form must be filed with supporting documents.

Amendment Bill 2026: Proposes changing the KYC cycle from annual to triennial (once every 3 years) — significantly reducing overhead for partners and directors.

ITR-5 — Income Tax Return for LLP

Due: 31 July 2026 (non-audit) / 31 October 2026 (audit)

LLPs file their Income Tax Return in ITR-5 with the Income Tax Department. LLP income is taxed at a flat rate (unlike companies, LLPs are taxed at partnership rates). Partners do not pay tax on their share of LLP income separately (already taxed at LLP level).

Tax Audit: If LLP turnover exceeds ₹1 crore (business) or gross receipts exceed ₹50 lakh (profession), a tax audit under the Income Tax Act, 2025 is mandatory and the ITR due date shifts to 31 October 2026.

LLP Compliance Summary Table — FY 2025-26

FormPurposeDue DatePenalty for Default
LLP-11Annual Return30 May 2026₹100/day (no cap for regular LLPs); reduced for Small LLPs
LLP-8Statement of Account & Solvency30 October 2026₹100/day (no cap for regular LLPs); reduced for Small LLPs
DIR-3 KYCPartner KYC30 September 2026DIN/DPIN deactivated; fee of ₹5,000 for reactivation
ITR-5LLP Income Tax Return31 July 2026 (non-audit) / 31 Oct 2026 (audit)₹5,000 late fee; interest on tax due
Form 3 LLPChanges in LLP Agreement or partner detailsWithin 30 days of change₹100/day per form

Important: LLP annual filing is mandatory for all LLPs regardless of business activity, revenue, or whether any transactions occurred in the year. An LLP with zero transactions still needs to file Form 11 (nil return) and Form 8 (nil accounts). Non-filing for 2 consecutive years can trigger strike-off proceedings by the ROC.

Event-Based ROC Compliance

In addition to annual filings, companies and LLPs must file specific forms with the ROC whenever certain events occur — such as appointment or resignation of a director, change of registered office, allotment of shares, or creation of a charge. These event-based filings are time-bound and attract significant additional fees for delay.

FormEvent / PurposeDue Date
DIR-12Appointment / resignation / change of directors and KMPWithin 30 days of change
DIR-11Director's notice of resignation to ROC (self-filed by director)Within 30 days of resignation
INC-22Change of Registered Office address — within the same city/ROCWithin 30 days of Board resolution
INC-23Application for change of registered office to a different state (Regional Director approval required)Before effecting the change
CHG-1Creation / modification of charge on company's assets (for lender security)Within 30 days of creation (extension available)
CHG-4Satisfaction / payment of charge (discharge of security)Within 30 days of payment / satisfaction
PAS-3Return of allotment of shares (rights issue, private placement, ESOP allotment)Within 30 days of allotment
SH-7Notice of alteration of share capital (increase / reclassification)Within 30 days of passing resolution
MGT-14Filing of Board Resolutions / Special Resolutions — borrowings, investments, charges, mergers etc.Within 30 days of passing resolution
INC-28Notice of Order of Court or Tribunal — for mergers, demergers, arrangementsWithin 30 days of order
STK-2Application for voluntary strike-off / removal of defunct company from MCA registerAny time after meeting conditions (25% fee under CCFS-2026)
MSC-1Application for Dormant Company status under Section 455Any time (50% fee under CCFS-2026)
INC-20ADeclaration of Commencement of BusinessWithin 180 days of incorporation
ADT-2Application for removal / resignation of auditor before expiry of termWithin 30 days of Board resolution
Form 3 LLPChange in LLP Agreement / change in partner detailsWithin 30 days of change
Form 4 LLPNotice of appointment / cessation of designated partner or partnerWithin 30 days of change
GNL-2Filing of documents not covered by specific forms with ROC (general filing)As applicable

Event-based filings are strictly time-bound. Missing deadlines results in escalating additional fees — often more expensive than the original filing itself. We track all company events and proactively initiate filings within the prescribed timelines. Contact us for event-based filing support →

Penalties for ROC Non-Compliance

ROC penalties are not trivial — they can accumulate rapidly over months or years of non-compliance, resulting in amounts running into lakhs of rupees, director disqualification, and criminal prosecution. The Companies Amendment Bill, 2026 retains the penalty structure while converting certain criminal offences to civil penalties for easier adjudication.

DefaultApplicable ToConsequence
Late filing of AOC-4 / MGT-7 / MGT-7ACompanies₹100/day per form (no upper cap)
Non-filing of INC-20A within 180 daysCompanies with share capital (post Nov 2018)₹50,000 on company + ₹1,000/day on officers
Late filing of LLP Form 11LLPs₹100/day (regular) / reduced for Small LLPs
Late filing of LLP Form 8LLPs₹100/day (regular) / reduced for Small LLPs
DIR-3 KYC not filed by 30 SeptemberAll DIN / DPIN holdersDIN deactivated; reactivation fee ₹5,000
Late filing of CHG-1 (charge creation)CompaniesAdditional fee; charge may become unenforceable against liquidator
Non-filing of MSME-1Companies with MSE outstanding paymentsPenalty under Section 405 of Companies Act
Default on AGM (not held / held late)Companies₹1,00,000 + ₹5,000/day continuing default (2026 Bill)
Failure to maintain accounts (Section 128)Companies₹5,00,000 (listed) / ₹50,000 (others) — 2026 Bill
Director disqualification under Section 164(2)Directors of defaulting companiesDisqualified from being director of any company for 5 years; cannot be appointed director of any other company
Strike-off by ROCCompanies with non-filing for 2+ yearsCompany name struck off; assets vest in Government of India

🔓 Director Disqualification (Section 164(2))

Directors of companies that fail to file financial statements or annual returns for 3 consecutive financial years are disqualified from acting as directors of any company for 5 years — including companies where they have no role in the default. This affects all companies on which the director sits.

📌 ROC Prosecution

ROC can initiate prosecution against the company and every officer in default for persistent non-compliance. Under the 2026 Bill, several offences are being converted from criminal to civil penalties — but prosecution remains possible for serious or wilful defaults.

⛔ Strike-Off Risk

Companies that fail to file returns for 2 consecutive financial years (or have no significant transactions for 2+ years — new 2026 trigger) risk being struck off the MCA register by the ROC — a difficult and expensive process to reverse once initiated.

🏗 Bank Account Freeze

Companies struck off by ROC or whose directors are disqualified often find their bank accounts flagged or frozen during RBI compliance drives — disrupting ongoing business operations even for otherwise active businesses.

If your company or LLP has pending ROC filings, act under the CCFS-2026 window (April 15 – July 15, 2026) at just 10% of accumulated additional fees. After July 15, normal penalties resume and prosecution begins. Contact us immediately to assess your exposure →

Frequently Asked Questions

Common questions about ROC compliance, annual filings, CCFS-2026, and the Corporate Laws (Amendment) Bill, 2026:

The Companies Compliance Facilitation Scheme, 2026 (CCFS-2026) is a one-time MCA scheme introduced vide General Circular No. 01/2026 — effective from 15 April 2026 to 15 July 2026. It allows companies with pending AOC-4 and MGT-7 filings to regularise all historical defaults by paying just 10% of the total accumulated additional fee (instead of the full amount). For example, a company with ₹7,50,000 in accumulated late fees can clear all defaults by paying just ₹75,000. After 15 July 2026, normal fees and prosecution resume. Contact us immediately if you have pending filings.
Yes — absolutely mandatory. Every registered company must file its financial statements (AOC-4) and annual return (MGT-7/MGT-7A) every year, regardless of whether it conducted any business, had any income, or made any transactions. A nil-activity company still needs a statutory audit (showing nil accounts), file AOC-4 with nil financial statements, and file MGT-7 with current director and shareholder details. There is no exemption based on turnover or activity level.
As revised vide MCA notification dated 1 December 2025, a Small Company is one whose paid-up capital does not exceed ₹10 Crore AND turnover does not exceed ₹100 Crore (increased from ₹4 Cr and ₹40 Cr). The Corporate Laws (Amendment) Bill, 2026 further proposes raising these to ₹20 Cr and ₹200 Cr. If your company qualifies as a Small Company, it can: file the simplified MGT-7A instead of MGT-7, hold only 2 board meetings per year, skip the secretarial audit, and file AOC-4 without professional certification. Check whether your company now qualifies under the revised thresholds — contact us for a compliance assessment.
Possibly yes. From 16 February 2026, MCA restructured the ROC network significantly. ROC Delhi has been split into ROC Delhi I and ROC Delhi II based on district and PIN code. Companies previously registered with ROC Delhi that have their registered office in Haryana have been moved to the newly created ROC Haryana. You should verify your current ROC jurisdiction on the MCA V3 portal (mca.gov.in) under your company's master data. All future filings and correspondence will be with your newly mapped ROC.
Form INC-20A is a Declaration for Commencement of Business — mandatory for every company with share capital incorporated on or after 2 November 2018. It must be filed within 180 days of the date of incorporation, declaring that every subscriber to the MOA has paid the value of shares agreed to be taken. Until INC-20A is filed, the company cannot commence any business activity or exercise any borrowing powers. Non-filing attracts: penalty of ₹50,000 on the company + ₹1,000/day on every officer in default. The ROC can also initiate strike-off if INC-20A is not filed within 180 days.
Failure to file DIR-3 KYC or complete DIR-3 KYC Web by 30 September of each year results in the director's DIN being marked as Deactivated (Inactive) by MCA. A deactivated DIN cannot be used to sign or file any form on the MCA portal. The director is effectively unable to perform any corporate function until the DIN is reactivated. Reactivation requires filing the overdue KYC along with a fee of ₹5,000. Note: The Corporate Laws (Amendment) Bill, 2026 proposes changing this to a triennial (3-year) cycle — reducing annual burden once enacted.
Yes — if an LLP has not filed Form 11 or Form 8 for two or more consecutive financial years, the ROC can initiate strike-off proceedings to remove the LLP from the register. The ROC issues a notice, and if the LLP does not respond within the specified time, it is struck off. Once struck off, the LLP ceases to exist as a legal entity and its assets vest in the Government of India. Revival is possible but requires a court order and is expensive. If your LLP has pending filings, take action under CCFS-2026 or regular filings immediately.
Form MSME-1 is a half-yearly return to be filed by all companies (specified companies) that have outstanding payments to Micro or Small Enterprises (MSEs) which are pending for more than 45 days from the date of acceptance of goods or services. It is filed twice a year: for the half-year ending 30 September — due by 31 October; and for the half-year ending 31 March — due by 30 April. If your company has no outstanding payments to MSEs exceeding 45 days, a nil return may still be required based on MCA notifications. We advise on applicability specific to your company.
The Corporate Laws (Amendment) Bill, 2026 (introduced March 2026) proposes changes across 88 sections. Key compliance-related proposals include: (1) Small Company threshold raised to ₹20 Cr capital / ₹200 Cr turnover; (2) Virtual AGMs and EGMs formally permitted; (3) DIR-3 KYC to become triennial instead of annual; (4) Incorporation affidavit (INC-9) replaced by self-declaration; (5) KMP resignation process formalised via new Section 203A; (6) Enhanced strike-off trigger for companies with no significant transactions; (7) Formal recognition of RSUs and SARs under Section 62; (8) Several criminal offences converted to civil penalties. Note: These provisions will take effect on the date notified by the Central Government after the Bill is passed by Parliament.

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