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Private Limited Company Annual Compliance: AOC-4, MGT-7, ADT-1, DIR-3 KYC and Their Due Dates

AGM within six months of the year end, AOC-4 within 30 days of the AGM, MGT-7 or MGT-7A within 60 days, ADT-1 within 15 days of appointing the auditor, DIR-3 KYC once every three years by 30 June, DPT-3 by 30 June, plus MSME Form I and board meetings. Due dates and late fees from the Companies Act and MCA instruction kits.

Subsidy Setu Editorial Team 8 min read
In this article
  1. Key facts
  2. When must the AGM be held?
  3. What are the AOC-4 and MGT-7 due dates?
  4. What does a late filing cost?
  5. ADT-1, DIR-3 KYC, DPT-3 and MSME Form I
  6. A year at a glance (31 March year end)
  7. Common mistakes
  8. What to do now

A private limited company with a 31 March year end must hold its AGM by 30 September, file AOC-4 within 30 days of the AGM and MGT-7 (or MGT-7A) within 60 days of it, and file ADT-1 within 15 days of appointing its auditor. Each director files DIR-3 KYC once every three years by 30 June (from 31 March 2026), the company files DPT-3 by 30 June, and it reports dues to micro and small suppliers in MSME Form I every half-year. Late AOC-4 and MGT-7 filings cost an additional ₹100 per day on top of the normal fee.

Sources checked: 20 October 2026

Facts checked on 20 October 2026 against the Companies Act 2013 text published by the Ministry of Corporate Affairs and the MCA instruction kits for AOC-4, MGT-7, MGT-7A, ADT-1, DIR-3 KYC, DPT-3 and MSME Form I.

Key facts

Filing or event What it is Law Due If late
Board meetings At least 4 a year, gap ≤ 120 days (OPC, small, dormant: 1 in each half calendar year, gap ≥ 90 days) s.173 First within 30 days of incorporation Act provides penalties
AGM Annual general meeting (not required for an OPC) s.96 Within 6 months of year end (first AGM: 9 months) Registrar may extend a later AGM by up to 3 months
AOC-4 Financial statements with the Registrar s.137; Accounts Rules r.12(1) 30 days from AGM; OPC 180 days from year end ₹100 per day additional fee
MGT-7 / MGT-7A Annual return (7A for OPCs and small companies) s.92(4); Management Rules r.11(1) 60 days from AGM ₹100 per day additional fee
ADT-1 Notice of auditor appointment s.139(1); Audit Rules r.4(2) 15 days from appointment Graded: 1 to 12 times the normal fee
DIR-3 KYC KYC of every DIN holder rule 12A (G.S.R. 943(E)) Once every three financial years, by 30 June; within 30 days of a change in mobile, email or address ₹5,000 if DIN is deactivated
DPT-3 Return of deposits rules 16, 16A 30 June Graded: 2 to 12 times the normal fee
MSME Form I Dues to micro and small suppliers beyond 45 days MCA order of 22 January 2019 (s.405) Half-yearly (April–September, October–March) No filing fee shown in the kit

When must the AGM be held?

Section 96 requires every company other than a One Person Company to hold an AGM each year, with no more than 15 months between two AGMs. The first AGM must be held within nine months of the close of the first financial year. Every later AGM must be held within six months of the close of the financial year, which is 30 September for a 31 March year end.

The Registrar may, for a special reason, extend the time for any AGM other than the first by up to three months. The AGM dates you enter later in AOC-4 and MGT-7 must match each other, and the MCA kits check this.

What are the AOC-4 and MGT-7 due dates?

AOC-4 carries the financial statements, including consolidated statements if any. Under section 137(1) it is filed within 30 days of the AGM. If the statements are not adopted at the AGM, the unadopted statements are filed within 30 days as provisional, and the adopted ones within 30 days of the adjourned AGM. A One Person Company files within 180 days of the close of the financial year.

MGT-7 is the annual return. Section 92(4) requires it within 60 days of the AGM, or within 60 days of the date the AGM should have been held, with a statement of reasons if none was held. MGT-7A is the abridged return for One Person Companies and small companies. Section 92(1) requires the return to be signed by a director and the company secretary, or a company secretary in practice where there is none. For an OPC or small company, it is the company secretary, or the director where there is no company secretary.

For an AGM held on 30 September 2026, that means AOC-4 by 30 October 2026 and MGT-7 or MGT-7A by 29 November 2026.

What does a late filing cost?

Normal filing fee. The fee tables in the kits, under the Companies (Registration Offices and Fees) Rules 2014, set the normal fee by nominal share capital: ₹200 below ₹1 lakh, rising in steps to ₹600 at ₹1 crore or more, and ₹200 for a company without share capital.

Additional fee. The AOC-4 and MGT-7 kits show ₹100 per day for delay beyond the periods in sections 137(1) and 92(4). For ADT-1 the kit shows a graded fee: 1 time the normal fee for up to 15 days' delay, then 2, 4, 6 and 10 times, and 12 times beyond 180 days. For DPT-3 the kit shows 2 times for up to 30 days, rising to 12 times beyond 180 days.

Penalties under the Act. These are separate from filing fees:

  • AOC-4 (s.137(3)): the company is liable to ₹10,000 plus ₹100 a day of continuing failure, up to ₹2 lakh. The responsible officers are liable to ₹10,000 plus ₹100 a day, up to ₹50,000.
  • MGT-7 (s.92(5)): the company and every officer in default are liable to ₹10,000 plus ₹100 a day after the first, up to ₹2 lakh for the company and ₹50,000 for an officer.

This article does not assume any 2026 fee waiver or extension. When MCA grants relief, it does so by a General Circular published on mca.gov.in; check there before relying on any relief.

ADT-1, DIR-3 KYC, DPT-3 and MSME Form I

ADT-1. Section 139(1) requires the company to appoint an auditor at its first AGM, to hold office from the conclusion of that meeting until the conclusion of the sixth AGM. Under rule 4(2), the company files ADT-1 within 15 days of the appointment. The kit also covers the first auditor, with a time limit of 30 days from incorporation. The audit is done by an independent chartered accountant appointed by the company; this platform does not conduct audits.

DIR-3 KYC. Rule 12A was substituted by G.S.R. 943(E) of 31 December 2025, in force from 31 March 2026. Every individual who holds a DIN as on 31 March of a financial year now files KYC in Form DIR-3-KYC-Web on or before 30 June of the immediately following every third consecutive financial year, instead of every year by 30 September. A change in the director's personal mobile number, email address or residential address is reported in the same form within 30 days of the change. Filing on time is free. If the DIN is deactivated for not filing, the kit shows a fee of ₹5,000. Check on the MCA portal when your next KYC falls due.

DPT-3. Under rules 16 and 16A of the Companies (Acceptance of Deposits) Rules 2014, a company other than a government company files a return of deposits on or before 30 June each year, with the information as on 31 March audited by the company's auditor. The form also has an option to report particulars of transactions not considered as deposits.

MSME Form I. Companies that buy from micro and small enterprises and pay them beyond 45 days from acceptance or deemed acceptance file a half-yearly return, under an MCA order of 22 January 2019 (see the MSME Form I instruction kit). Each return covers April to September or October to March. The same late payments also delay your income-tax deduction; see the 45-day payment rule.

A year at a glance (31 March year end)

  1. Each quarter: a board meeting, with no more than 120 days between meetings (one per half-year for small companies and OPCs).
  2. By 30 June: DPT-3 for the year ended 31 March.
  3. By 30 June, once every three years: each director's DIR-3 KYC (and within 30 days of a change in mobile, email or address).
  4. By 30 September: AGM.
  5. Within 15 days of the AGM: ADT-1 if the auditor was appointed or re-appointed.
  6. Within 30 days of the AGM: AOC-4.
  7. Within 60 days of the AGM: MGT-7 or MGT-7A.
  8. Every half-year: MSME Form I if dues to micro or small suppliers exceed 45 days.
  9. Income tax alongside: company returns and any tax audit follow their own dates; see tax audit limits.

Common mistakes

  • Counting from the year end instead of the AGM. AOC-4 and MGT-7 run from the AGM date (except for an OPC's AOC-4).
  • Mismatched AGM dates across forms. The kits require the same AGM, due and extended dates in each annual filing.
  • Filing MGT-7 for a small company, or MGT-7A for one that is not. The form depends on the company's class.
  • Letting a director's KYC lapse. A deactivated DIN costs ₹5,000 to restore through KYC.
  • Forgetting nil or routine returns. DPT-3 and MSME Form I depend on the company's facts, so check each year whether they apply.

What to do now

If your AGM for FY 2025-26 was held on or before 30 September 2026, check today whether AOC-4 is filed; the 30-day window may close this month. Then diarise MGT-7 or MGT-7A. The compliance calendar lists recurring statutory dates. If you are still choosing a structure, see proprietorship vs LLP vs private limited.

For help with the annual filings, director KYC and the yearly compliance plan, ask our expert team or book a consultation.

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Frequently asked questions

What is the due date for AOC-4 and MGT-7?

AOC-4 (financial statements) is due within 30 days of the annual general meeting under section 137 of the Companies Act 2013. MGT-7 or MGT-7A (annual return) is due within 60 days of the AGM under section 92(4), or within 60 days of the date the AGM should have been held if none was held. A One Person Company files AOC-4 within 180 days of the financial year end.

What is the late fee for AOC-4 and MGT-7?

The MCA instruction kits for AOC-4 and MGT-7 show an additional fee of ₹100 per day for delay beyond the periods in sections 137(1) and 92(4), on top of the normal filing fee. The Act also provides separate penalties for the company and its officers for not filing on time.

When must a private limited company hold its AGM?

Section 96 of the Companies Act requires the first AGM within nine months of the close of the first financial year, and later AGMs within six months of the close of each financial year, with no more than 15 months between two AGMs. For a 31 March year end that is 30 September. The Registrar can extend a later AGM by up to three months for a special reason; the first AGM cannot be extended.

Who files MGT-7A instead of MGT-7?

MGT-7A is the abridged annual return for One Person Companies and small companies. Other companies file MGT-7. The due date and the ₹100-a-day additional fee for delay are the same.

When is DIR-3 KYC due and what if it is missed?

From 31 March 2026, rule 12A as substituted by G.S.R. 943(E) of 31 December 2025 requires every individual who holds a DIN as on 31 March of a financial year to file KYC in Form DIR-3-KYC-Web on or before 30 June of the immediately following every third consecutive financial year, instead of every year by 30 September. A change in personal mobile number, email address or residential address must be reported in the same form within 30 days of the change. There is no fee if filed on time. If the DIN is deactivated for not filing KYC, the kit shows a fee of ₹5,000 to file it.

How many board meetings must a private limited company hold?

Section 173 requires the first board meeting within 30 days of incorporation and at least four board meetings every year, with no more than 120 days between two meetings. A One Person Company, small company or dormant company complies if it holds at least one meeting in each half of the calendar year, with at least 90 days between the two.

Sources

#roc-compliance#aoc-4#mgt-7#mgt-7a#adt-1#dir-3-kyc#dpt-3#msme-form-1#private-limited-company
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This article is general information for Indian MSMEs, not advice on your specific case. Scheme terms, tax rates and due dates change; the sources above were checked when the article was written or last updated. Speak to a professional before acting on it.

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