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ROC Filing
Introduction
Running a business comes with its fair share of paperwork, and if you’re a company director, you’ve probably heard the term “ROC filing” thrown around quite a bit. It’s more than a formal requirement.
Here’s the thing: over 2 lakh companies face penalties every year simply because they missed their ROC filing deadlines or didn’t quite understand what was required. The good news? It doesn’t have to be complicated.
In this guide, we’re breaking down everything you need to know about ROC filing—from what it means to when you need to file, how much it costs, and most importantly, how to stay out of trouble with the Ministry of Corporate Affairs.
What is ROC Filing?
First things first—what does ROC actually mean? ROC stands for Registrar of Companies, which operates under the Ministry of Corporate Affairs (MCA). Think of it as the government’s way of keeping track of all registered companies in India.
ROC filing is essentially your company’s annual health checkup with the government. Every year, you’re required to submit certain documents that show your company’s financial health, who’s running it, and whether you’re following all the rules laid down in the Companies Act, 2013.
Why is ROC Filing Mandatory?
You might be thinking, “Can’t I just skip this?” Unfortunately, no.
Here’s why ROC filing matters:
- It’s the law – Sections 92 and 137 of the Companies Act, 2013 make it mandatory
- Maintains transparency – Stakeholders, investors, and even potential clients often check these filings
- Proves you’re active – The government uses these filings to verify that your company is actually operating
- Builds credibility – Banks check your ROC compliance before approving loans
- Protects directors – Non-filing can lead to personal disqualification for directors
Who Needs to File ROC Returns?
If you’re running any of these business structures, ROC filing is mandatory for you:
- Private Limited Companies
- Public Limited Companies
- One Person Companies (OPC)
- Limited Liability Partnerships (LLP)
- Section 8 Companies (NGOs/Non-profits)
- Foreign companies with offices in India
Important note about ROC compliance for Section 8 company
While Section 8 companies (charitable organizations) follow most of the same rules, they have certain exemptions and modified requirements. These companies must still file annual returns and financial statements, but the process may differ slightly in terms of formats and disclosures.
The Two ROC Filing Forms You Need to Know
When people talk about ROC filing, they’re usually referring to two critical forms: MGT-7 and AOC-4. Let’s break down what each one means.
Form MGT-7: Your Annual Return
Think of Form MGT-7 as your company’s resume. It tells the government everything about your company’s current status.
What goes into MGT-7?
- Your registered office address
- Details of any parent or subsidiary companies
- Complete shareholding pattern and any changes during the year
- Names and details of all directors and key management
- Information about your Annual General Meeting
- Any penalties or legal actions against the company
- Details of securities transferred during the year
The crucial ROC return due date for MGT-7: You have 60 days from your AGM date to file this form. Since most companies hold their AGM by September 30, the typical roc filing due date for MGT-7 falls around November 29 each year.
Small companies benefit: If you qualify as a small company under the Companies Act, you can file the simpler MGT-7A form instead.
Form AOC-4: Your Financial Statements
Form AOC-4 is where you submit your company’s financial statements—basically, your books for the year.
What’s included in AOC-4?
- Balance Sheet showing assets and liabilities
- Profit and Loss Statement
- Cash Flow Statement
- Director’s Report explaining the year’s performance
- Auditor’s Report (the CA’s professional opinion)
- Detailed notes to the accounts
- Related party transaction disclosures
The critical ROC filing due date for AOC-4: This one’s tighter—you only get 30 days from your AGM to file. So if your AGM is on September 30, you need to file by October 29.
Exception for OPCs: One Person Companies get a breather—they have 180 days from the end of the financial year to file AOC-4.
ROC Compliance Due Dates: Mark Your Calendar
Understanding ROC compliance due dates is crucial because missing them costs real money. Here’s your annual timeline if your financial year ends on March 31 (like most companies):
- March 31 – Financial year ends
- By September 30 – Hold your Annual General Meeting (AGM)
- By October 29 – File Form AOC-4 (30 days from AGM)
- By November 29 – File Form MGT-7 (60 days from AGM)
How Much Does ROC Filing Cost?
Let’s talk money. The government charges filing fees based on your company’s authorized share capital. Here’s the complete breakdown:
Penalties for late ROC Filing
Miss the deadline and the fees multiply—literally. The MCA has a progressive penalty structure:
PLUS: You pay an additional ₹100 per day from the very first day you’re late.
Example: Say you’re 90 days late filing AOC-4, and your normal fee was ₹400.
- Normal fee: ₹400
- Late fee multiplier (6x): ₹2,400
- Additional daily fee (90 days × ₹100): ₹9,000
- Your total: ₹11,800 just for one form!
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