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A private limited company's yearly compliance calendar

A private limited company is a cheap structure to run and an expensive one to neglect. The reason is specific: several ROC late fees accrue per day with no cap, so a filing forgotten for two years can cost more than the company earned.

Here is what recurs. Treat this as a map, not as dates to rely on — thresholds and deadlines move, and your CA or CS should confirm each one for your company.

Every month or quarter

GST returns. GSTR-1 and GSTR-3B, monthly or quarterly depending on your scheme and turnover. Late fees are per day and per return, and your buyers lose input credit while you are late.

TDS deposits and returns. Tax deducted has to be deposited monthly, with quarterly returns. Late deposit carries interest, and non-deduction can disallow the expense entirely in your income tax computation.

Payroll statutory dues — PF and ESI, where applicable, monthly.

Every year

Board meetings. A minimum number per year, spaced according to the Companies Act, with proper notice and recorded minutes. Small companies get relaxations, but the requirement does not disappear.

Annual General Meeting. Held within the statutory window after the financial year end, with accounts laid before members.

Financial statements — Form AOC-4. Filed with the ROC after the AGM. This is one of the per-day-fee filings.

Annual return — Form MGT-7 or MGT-7A. Also ROC, also per-day fees.

Director KYC — Form DIR-3 KYC. Every director with a DIN, every year. Miss it and the DIN is deactivated, which blocks every other filing until restored.

Income tax return, with tax audit where turnover crosses the threshold.

Statutory auditor. Appointed and, where required, ratified. An auditor casual vacancy has its own filing.

Event-based, whenever they happen

These are the ones that get missed, because they are not on a calendar.

  • Change of registered office — ROC intimation
  • Appointment or resignation of a director — DIR-12
  • Allotment of shares — PAS-3
  • Alteration of the memorandum or articles — special resolution and MGT-14 within 30 days
  • Creation or satisfaction of a charge — CHG-1 or CHG-4
  • Any special resolution — MGT-14 within 30 days

That 30-day window on MGT-14 is strict and the late fee is meaningful. If you pass a resolution in a meeting, the filing clock has already started.

Three habits that prevent almost all of it

Keep a single calendar with reminders 15 days early. Not the due date — 15 days before it, because documents take time to assemble.

File DIR-3 KYC the week it opens. It takes minutes, and a deactivated DIN blocks everything else at the worst possible moment.

Never let two periods lapse. One late filing is a fee. Two becomes a project, and projects get postponed.

If you are already behind

It is recoverable and it gets more expensive every day. Bringing lapsed filings current is ordinary work — our compliance desk does it alongside GST and income tax, and will tell you the total exposure before starting so there are no surprises.

Ask for a compliance review →


General information, not legal or tax advice. Deadlines, forms and thresholds change. Confirm each with your company secretary or chartered accountant.

Common questions

What happens if a private limited company does not file its annual returns?

Late fees accrue per day with no upper cap on ROC filings, which is what makes them dangerous. Prolonged default can lead to the company being struck off and directors being disqualified from other boards.

Does a company with no business activity still have to file?

Yes. A dormant company with zero turnover still owes its annual ROC filings, income tax return and board meeting compliance. Doing nothing is not an exemption.

Can a director be personally penalised for late filings?

Yes. Several defaults attract penalties on officers in default as well as on the company, and sustained non-filing can disqualify a director for five years.

Private limitedROCMCAComplianceAnnual filing
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