Last Updated on May 23, 2026
Businesses that file late with the Registrar of Companies (ROC) under the Ministry of Corporate Affairs (MCA) could face increasing penalties for non-compliance and serious compliance risks in India. Timely annual compliance for companies is essential to avoid such penalties and ensure smooth business operations.
What is ROC Filing?
Companies are required to make ROC filings each year under the Companies Act, 2013 to ensure transparency and compliance with regulations.
For example, all registered companies must file Form AOC-4 (financial statements) within 30 days of the Annual General Meeting (AGM).
All registered companies must file Form MGT-7 (annual return) within 60 days of the AGM. Both forms provide stakeholders with updated and accurate data about the company, and if the filings are delayed, the company will incur additional filing fees as per Section 403 of the Companies Act, 2013.
Failure to meet these deadlines will result in the company incurring a daily fee, may lead to director disqualification under Section 164(2), and ultimately, possible strike-off of the company by the ROC under Section 248.
As such, companies should plan their filing schedule around the AGM date, as AGMs are typically held within six months after the end of the company’s financial year.
Penalty Structure
The primary penalty for late ROC filings is a fee of ₹100 per day per form, applicable since 1st July 2018. The penalty is the same for both AOC-4 and MGT-7 forms and will continue until the forms are successfully filed.
For example, an MGT-7 that is 46 days late past the 29th November 2025 deadline would incur ₹4,600 in additional penalties.
Multiple delayed filings can result in significant increases in penalty amounts (for example, exceeding ₹12,400 within a short period).
Previous graduated scales existed for certain filings (for example, 1x to 12x of normal fee based on the length of delay up to 270 days, then ₹100/day thereafter). However, under the current rules, if companies do not file their major annual filings (AOC-4 and MGT-7) on time, they will incur a penalty of ₹100 per day, with no cap.
Additional Statutory Penalties
In addition to the above:
- If a company fails to file its annual return under Section 92(5), it shall be liable for a minimum fine of ₹50,000, which may extend up to ₹5,00,000. Officers in default may face imprisonment up to six months or a fine, or both.
- Penalties under Section 137 (for non-filing of financial statements) are similar in nature, and fines may extend up to ₹10,00,000 for the company.
Key ROC Forms and Their Deadlines & Penalty
| Form | Purpose | Due Date | Late Penalty |
| AOC-4 | Financial statements | 30 days post-AGM | ₹100/day, no cap |
| MGT-7/MGT-7A | Annual return | 60 days post-AGM | ₹100/day, no cap |
| DIR-3 KYC | Director verification | As per latest rule: once in 3 years (earlier annual) | ₹5,000 fixed |
| DPT-3 | Deposit/loan returns | June 30 | Varies, additional fees applicable |
Note: Timely AGMs are crucial, as delays can lead to filing penalties. Small companies and One Person Companies (OPCs) use simplified MGT-7A.
Consequences Beyond Fees
In addition to monetary penalties, late ROC filings may result in:
- The company being marked as non-compliant
- Difficulty in obtaining loans, investments, or entering contracts
- Director disqualification under Section 164(2)
- ROC action for strike-off under Section 248
Long periods of non-filing may lead to the Registrar initiating strike-off proceedings and restricting company operations.
Officers of the company who are in default under Sections 92 and 137 may also face prosecution, fines, or imprisonment.
The credibility of non-compliant companies is negatively impacted, affecting future business growth and relationships.
Recent Relief Schemes
Companies that have not complied with AOC-4 and MGT-7 filing requirements can take advantage of the Companies Compliance Facilitation Scheme, 2026 (CCFS-2026).
This scheme is valid from 15th April 2026 to 15th July 2026 and allows companies to complete pending filings by paying only 10% of the additional fees.
For example, if a company has ₹70,000 in penalties, it can settle by paying ₹7,000 under the scheme.
After completion of the scheme, full penalties will apply. Therefore, companies are encouraged to use this opportunity to become compliant.
How to Calculate and Pay Penalties?
The MCA portal provides a calculator to determine additional fees for late filings.
When filing through the MCA portal, the system automatically calculates both the normal filing fee and any applicable additional fees.
Steps:
- Verify DIN status
- Collect necessary documents
- Calculate delay period
- File forms with applicable fees
- Track filing status
Prevention Strategies
- Create an annual compliance calendar
- Appoint a Company Secretary or use professional services
- Use MCA V3 portal alerts for tracking
- Conduct quarterly internal audits
- Hold AGMs on time
- Train directors on compliance
- Utilise CCFS-2026 before 15th July 2026 (if applicable)
Conclusion
Ignoring ROC filing deadlines can result in escalating penalties and serious compliance risks for your business. With strict rules and continuous monitoring by the MCA, staying compliant is no longer optional—it is essential for smooth business operations.
Don’t let penalties impact your business. Get expert support from Kanakkupillai and complete your ROC filings quickly, accurately, and on time.
Frequently Asked Questions (FAQs)
1. What is the exact penalty for late AOC-4 filing?
₹100 per day from the due date (30 days post-AGM), with no maximum cap.
2. Can penalties be waived entirely?
No, except through temporary schemes like CCFS-2026.
3. What happens if filings are never made?
Company strike-off, director disqualification, and prosecution under Sections 92 and 137.
4. Does the penalty differ for small companies?
No, the ₹100/day rate applies equally.
5. How to check pending filings?
Log in to the MCA portal using the company CIN to check status and fees.
