ROC Annual Filing for Pvt Ltd Company 2026 | File AOC-4 & MGT-7
Annual filing means submitting Form AOC-4 and Form MGT-7 to the ROC every year after your AGM, reporting your company's financial and shareholding details as required under the Companies Act, 2013. JustStart prepares your financial statements, gets your forms certified by a practicing CA or CS, and files everything before the deadline, keeping your company penalty-free and in good legal standing.
- 30-Day AOC-4 Filing Window
- ₹100/Day Penalty - No Upper Cap
- Director Disqualification After 3 Years
- CA/CS Certified Forms
- 100% Online - MCA V3 Portal
EVERYTHING INCLUDED IN YOUR Company ANNUAL FILING PACKAGE
- Books of Accounts Finalisation
- AGM Documentation & Resolution
- Statutory Auditor Coordination
- Form AOC-4 Preparation & Filing
- Form MGT-7/7A Preparation & Filing
- Form ADT-1 Auditor Appointment Filing
- SRN Generation & Filing Confirmation
Request a Callback
4.9 star all time rating
4.8 star all time rating
OVERVIEW
What is Private Limited Company Annual Filing?
The annual compliance for a private limited company is a legal formality to complete the MCA obligations. It is a compulsory requirement under which businesses submit their financial statements in the form AOC-4 and annual returns in Form MGT-7. Regardless of turnover, profit, or business operation, all registered companies are required to file a compliance form with the Registrar of Companies (ROC) under Sections 137 and 92 of the Companies Act, 2013. The major annual compliance for a private limited company includes holding the mandatory Annual General Meeting (AGM) for FY 2025-26. It is a primary requirement before filing any annual compliance form.
Meanwhile, a private limited company is required to file AOC-4 (for financial statements) within 30 days of holding the AGM and must file the MGT-7 within 60 days of the AGM. Filing the ROC annual compliance forms is more than a legal requirement. Even a private limited company with zero business transactions is required to file the annual returns with the Registrar of Companies. If a company with zero revenue fails to file the "nil financial statement," it can face a strict monetary fine of Rs 100/day per form.
Calendar
Calendar of FY 2025-26 Annual Compliance for Pvt Ltd Company
Compliance for a private limited company refers to reporting the financial and operational standings to the Registrar of Companies (ROC). These are the few forms that must be filed for FY 2025-26:
| Compliance form | Action / trigger | Due date |
|---|---|---|
| AGM | Hold the Annual General Meeting. | September 30, 2026 |
| AOC-4 | Submission of the company's financial statement. | Within 30 days of the AGM |
| MGT-7 | Filing of Annual Return. | Within 60 days of the AGM |
| CCFS penalty waiver | All overdue forms filed under the scheme. | August 31, 2026 |
AOC-4 & MGT-7
Two Pillars of Annual Filing: AOC-4 and MGT-7
Form AOC-4 (Financial Statements Filing)
Form AOC-4 is the financial statements of the company. The submission of audited financial documents, such as the Balance Sheet, Profit and Loss Account, Cash Flow Statement (if applicable), Directors' Report, and the Auditor's Report, is included in it. This form provides a definitive assessment of the company's financial condition for the year. The essential deadline for the deposition of Form AOC-4 is 30 days from the AGM date. The seal of a Director of the company and a practising professional, such as a CA, CS, or CMA, must be on the form for the financial disclosures to be regarded as accurate.
Form MGT-7 (Annual Return Filing)
Form MGT-7 focuses on a company's annual return, which contains corporate governance and ownership rather than financial information. It includes the company's shareholders, directors, registered office address, shareholding pattern, changes in shareholding or management during the year, and board meetings. Form MGT-7 must be filed within 60 days of the date of the Annual General Meeting (AGM). A simpler version, Form MGT-7A, is applicable for "small companies" and One Person Companies (OPCs). A director and a company secretary (if appointed) certifying that the information is correct will sign Form MGT-7.
AOC-4 vs. MGT-7
|
|
|
|
|---|---|---|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Director + CA/CS/CMA Certification(depends upon the turnover and capital of the company ) |
Director + Company Secretary/Practising CS(depends upon the turnover and capital of the company) |
|
|
|
|
|
|
|
|
Required Documents
Documents Required for Annual Filing of a Company
Filing your company's annual return can be overwhelming without professional assistance. At JustStart, we simplify the process, ensuring your annual return is filed accurately and on time. One of the first steps in filing your company's annual return with the Registrar of Companies (ROC) is gathering the necessary documents.
✅ Audited financial statement signed by the director and the auditor
✅Board's report/director's report signed by the Board of Directors
✅Auditor's report signed by the Statutory Auditor
✅List of directors and shareholders (Include DIN, PAN and contact details)
✅Share transfer details
✅Board Meeting Minutes Record
✅AGM Notice and Minutes
✅Class 3 DSC (Digital Signature Certificate)
✅Geotagged office photo (show company name, CIN, address, phone/email)
_1768462493.gif)
New Update: During the filing of ROC compliance for a private limited company, the geotagged office photograph is a compulsory attachment from now on. The photo must clearly showcase the company’s registered address, CIN, signboard, and phone/email.
FORMS
Forms Required To File Annual Returns for a Pvt Ltd Company
To ensure compliance with the annual return filing process, our expert team carefully reviews your documents and completes three essential forms required by the Registrar of Companies (ROC).
Below are the key forms that must be filed by a Private Limited Company.
🗹 ROC Form MGT 7
This form provides crucial details about the company’s shareholding structure, including information on any share transfers during the year and changes in directorship. It is vital for maintaining transparency in the company’s governance.
🗹 ROC Form AOC 4
AOC 4 is a comprehensive form that includes the company’s balance sheet, profit and loss account, registered office address, and details of the register of members. It also covers shares and debentures information, debt details, and a compliance certificate. Filing AOC 4 ensures that your company meets the financial reporting requirements set by the Companies Act.
🗹 ROC Form ADT 1
The ADT 1 form is essential for the appointment of an auditor. According to Section 139(1) of the Companies Act, it is mandatory for every company to file ADT 1 to notify the ROC about the auditor's appointment.
🗹 DIR 3 KYC
Every DIN (Director Identification Number) holder must file the DIR-3 KYC once every three consecutive years. However, if KYC of a DIN is pending, the MCA portal blocks all compliance filings. If there is no change in a private limited company's director's details, you can complete verification via a web-based process. If there are any changes to the director's details, they must be updated through DIR-3 KYC Web within 30 days (before June 30). In case of failure to update the change, the result is DIN (Director Identification Number) deactivation. To reactivate the DIN, you are required to pay Rs 5,000.
Filing these forms on time is crucial for ensuring your company’s legal compliance and smooth operations.
Process
Step-by-Step Guide: ROC Return Filing Process on MCA V3 Portal
The old MCA V2 portal has been replaced with the new MCA V3 portal. The private limited companies, for annual compliance, must use this portal to avoid rejection. Follow these steps to know how to file annual returns on the MCA V3 portal for the applicable financial year:
Step 1: Close Books of Accounts
The private limited company must prepare financial statements as at 31 March 2026, at which point the books will be closed for the entire financial year. The company must also keep a record of its income and expenses, reconcile all bank accounts, and confirm that there are no TDS returns due for filing.
Step 2: Audit of the Financial Statements
A chartered accountant (CA) or statutory auditor will audit the company's submitted financial statements. If requested, the statutory auditor will prepare the balance sheet, profit and loss account, and cash flow statement. The board of directors will also complete the directors' report and report to shareholders on behalf of the directors.
Step 3: Geotagged Photo of the Office
All businesses filing Forms MGT-7/7A for the financial year commencing on 1 April 2025 will be required to submit a digital photograph of their registered business location. The photo should clearly show the company's name, Company Identification Number (CIN), and registered address with the location sign.
Step 4: Annual General Meeting
All registered Companies as defined under the Companies Act, 2013, are required to hold an Annual General Meeting (AGM) within 6 months from the end of the Financial Year. The latest AGM can be held on or before 30th September.
Step 5: Prepare Forms on MCA V3 Portal
ROC filing for a Pvt Ltd in India is done via the MCA V3 portal. Visit the MCA V3 portal directly and select the filing form, such as AOC-4, and start entering the details in the browser. Attach all required documents and files to the form. Further, follow the same process with MGT-7.
Step 6: Digital Signature & Certification
Having a valid Class 3 DSC for all the signatories is mandatory; it must be active and updated. To avoid the DSC name mismatch error with MCA records, certify with a practising CA or CS.
Step 7: Pay Government Fees & Submit
Pay the filing government fees via debit card, net banking, credit card, or other options. The exact filing cost depends on the company's nominal share capital. Once the payment is completed, you will receive an SRN (Service Request Number), the evidence of your filing. Save the challan and your confirmation receipts for corporate records.
Penalties
Penalties for Pvt Ltd Company ROC Return Filing
Missed ROC Annual Filing deadlines under Sections 92 and 137 of the Companies Act, 2013, result in Private Limited Companies incurring severe penalties. The penalties include daily fees and even the disqualification of directors.
Company Penalty under Section 92(5) (MGT-7):
The company that fails to file the annual return will have to pay a fine of ₹10,000 and ₹100 a day for the default period. The maximum penalty for the company is ₹2 lakhs. The Registrar of Companies (ROC) sends a show-cause notice before the penalty is imposed on the company.
Officer/Director Penalty under Section 92(5) (MGT-7):
A penalty of ₹10,000 plus ₹100 daily, limited to ₹50,000 per person, applies to each director or officer in default. This applies personally, no matter how big the company is. The presence of multiple directors will result in fines that can be multiplied across the board.
_1731429676_1768463675.svg){kind=icon}
Company Penalty under Section 137(3) (AOC-4):
The company not filing its financial statements will pay a penalty of ₹10,000 plus ₹100 a day, the total being a maximum of ₹2 lakhs on the company. This is a separate penalty from MGT-7 and focuses on violations of financial transparency. The adjudication will follow ROC's investigation.
Director Disqualification:
Directors of the companies that do not file documents for three consecutive financial years get disqualified for five years. Their Director Identification Number (DIN) is deactivated so that no new directorships are allowed. This worst-case scenario impact can tarnish professionals' images and hurt their business as well.
Company Strike-Off Risk:
Non-filing for two or more years will lead to the company being marked as "Inactive" by the ROC. It will be struck off from the records, the assets will be frozen, and the willful defaulters may incur imprisonment. The revival process is lengthy involving the courts and hefty fines.
_1731429676_1768913371.svg){kind=icon}
Daily Additional Fee (Late Fee):
Companies are to pay ₹100 for each delayed day per form (AOC-4 or MGT-7) starting from the due date. The fee has no maximum limit; thus in case of delay of 30 days in both forms, the additional total would be ₹6,000. It is a must that this fee is paid to file on the MCA portal at all.
Why Choose JustStart?
Why Choose JustStart for Pvt Ltd Company Annual Filing
JustStart, a top legal online platform, helps companies reach their goals by handling the core annual compliance work, especially AOC-4 and MGT-7. Whether it is a private limited company or another business format, you will get all compliance solutions on a single platform. In simple terms, JustStart helps with the following:
MCA V3 Portal Support
Our dedicated team handles the complete filing process on the MCA V3 portal. Our goal is to prevent your filing from being rejected and to avoid the deadline delays.
CA + CS Certified Team
Stay free from technical and other filing errors, as your ROC annual filing for a private limited company is managed by a qualified chartered accountant or an experienced legal advisor.
Strict Timeline Commitment
Our commitment to the filing deadlines is strict. We ensure your documents and ROC returns filing are complete on time; that helps to keep you compliant with MCA norms.
Transparent Pricing
We offer affordable pricing for small to medium-sized companies for ROC annual filing. No hidden charges are included, as we are committed to providing quality service.
Locations
Annual Filing For Pvt Ltd in Other States and Cities
FAQs
LET'S CLEAR ALL THE DOUBTS!
Once a company is incorporated, it must adhere to various compliance requirements. An auditor must be appointed within 30 days of incorporation. Furthermore, the company is obligated to file income tax returns and annual returns every year.
Companies incorporated under the Companies Act, 1956 must submit specific documents to the ROC. These include the balance sheet, filed using Form 23AC, and the profit and loss account, filed using Form 23ACA, both of which are mandatory for all companies.
Yes, ROC compliance is mandatory for all Private Limited Companies, regardless of their turnover or capital. Every registered company must fulfill annual compliance requirements, which are due following the Annual General Meeting (AGM) after the end of its first financial year.
For 2025, key updates include mandatory multi-factor authentication for GST portal access, stricter E-Way Bill rules for non-compliant taxpayers, and an extended deadline for small pharma companies to meet GMP standards.
Since July 2018, companies that do not meet statutory compliance for Private Limited are subject to a daily fine of ₹100 until the filing is completed. There is no maximum limit on this additional fee. Continuous non-compliance may result in penalties beyond the additional government fee, which could include fines and imprisonment for both the company and its directors.
