ROC

Annual Compliance for Private Limited Company – A Checklist

Running a Private Limited Company comes with mandatory annual compliance requirements. Here is a complete checklist of ROC filings, tax obligations, and meetings you must complete each year.

Annual Compliance for Private Limited Companies — A Complete Checklist

Incorporating a company is just the beginning. Once your company is registered, you have ongoing compliance obligations that must be met every year, regardless of whether the company is active, newly formed, or even dormant.

1. Hold the Annual General Meeting (AGM)

Every Private Limited Company must hold an AGM within 6 months from the end of the financial year — meaning by 30th September each year for companies following the April–March financial year.

At the AGM, the company typically approves financial statements, declares dividends (if any), appoints or re-appoints auditors, and appoints or re-appoints directors retiring by rotation.

2. File Financial Statements — Form AOC-4

The company's audited financial statements (Balance Sheet, P&L, Cash Flow Statement, and Notes) must be filed with the ROC using Form AOC-4 within 30 days from the date of the AGM.

3. File Annual Return — Form MGT-7 / MGT-7A

The Annual Return contains details of shareholders, directors, charges, and other company information as at 31st March. It must be filed using:

Form MGT-7 — For all companies except Small Companies and OPCs
Form MGT-7A — For Small Companies and One Person Companies (simplified form)

Due date: 60 days from the date of AGM

4. Director KYC — Form DIR-3 KYC

Every director who holds a DIN must file DIR-3 KYC annually by 30th September each year. Failure to comply leads to deactivation of the DIN, which prevents the director from signing any company documents.

5. Appoint / Ratify Auditor — Form ADT-1

Auditors are appointed for a 5-year term. Form ADT-1 must be filed within 15 days of the AGM when an auditor is appointed or ratified.

6. Conduct Board Meetings

Every Private Limited Company must hold a minimum of 4 Board Meetings per year, with not more than 120 days between any two meetings. Board resolutions and minutes must be properly documented and maintained.

7. Income Tax Compliance

File Income Tax Return (ITR) — Due 31st October for companies (subject to tax audit)
Pay Advance Tax — In four installments (June, September, December, March)
File Tax Audit Report — Mandatory if turnover exceeds Rs. 1 crore

8. GST Compliance (if registered)

File GSTR-1 monthly or quarterly
File GSTR-3B monthly or quarterly with tax payment
File GSTR-9 (Annual Return) by 31st December of the following year

9. TDS Compliance

Deduct TDS on eligible payments (salary, rent, professional fees, contractor payments, etc.)
Deposit TDS with the government by the 7th of the following month
File quarterly TDS returns (Form 24Q, 26Q)
Issue Form 16 / 16A to deductees

10. Other Filings as Applicable

Form MGT-14 — Filing of resolutions (special/board resolutions as specified)
MSME-1 — Half-yearly return for outstanding dues to MSME vendors
DPT-3 — Return of deposits/loans (mandatory even for NIL returns)

Summary of Key Due Dates

Compliance	Form	Due Date
Financial Statements	AOC-4	30 days from AGM
Annual Return	MGT-7/7A	60 days from AGM
Director KYC	DIR-3 KYC	30th September
Income Tax Return	ITR	31st October
GST Annual Return	GSTR-9	31st December
Auditor Appointment	ADT-1	15 days from AGM

Consequences of Non-Compliance

Late filing with the ROC attracts fees of Rs. 100 per day per form — with no upper cap. Directors can also be disqualified from holding directorships for 5 years if returns are not filed for 3 consecutive years.