ROC Annual Compliance Calendar for Private Limited Companies – FY 2025–26
A Complete Guide to Staying Legally Active and Penalty-Free
Introduction
Running a Private Limited Company in India comes with more than just business responsibilities — it comes with a structured set of legal obligations that must be fulfilled every financial year. For the year **FY 2025–26**, every registered Pvt Ltd company is required to file a series of statutory documents with the **Ministry of Corporate Affairs (MCA)** through the Registrar of Companies (ROC).
These filings are not optional. They serve as the official record of your company’s **financial health, director details, shareholding structure, and operational status**. Missing these deadlines — even by a single day — can trigger daily penalties, freeze your directors’ DINs, or worse, lead to the **strike-off of your company’s name** from the MCA register.
This blog is your **definitive compliance guide** for FY 2025–26. Whether you are a startup founder, a seasoned entrepreneur, or a compliance officer, this calendar will help you plan ahead, avoid last-minute rushes, and keep your company in **”Active” status** throughout the year.
Why ROC Compliance Matters More Than Ever in 2025–26
The MCA has significantly tightened its enforcement mechanisms over the past few years. The introduction of the **MCA V3 portal**, stricter penalty frameworks, and more frequent ROC scrutiny have made it absolutely critical for companies to treat compliance as a **priority — not an afterthought**.
Here is what is at stake if you ignore your ROC obligations for the year:
Daily penalties of ₹100 per day with no upper cap for delayed AOC-4 and MGT-7 filings
Deactivation of Director Identification Numbers (DIN) for missed KYC deadlines
Heavy financial fines for non-disclosure of deposits and loans
Strike-off proceedingsif a company skips filings for two consecutive years
The good news? All of this is entirely avoidable with a well-planned compliance calendar and the right support team.
Key Statutory Forms Every Pvt Ltd Company Must File in FY 2025–26
Before diving into the calendar, let us understand the purpose of each mandatory form that your company needs to file during this compliance cycle.
AGM – Annual General Meeting
The Annual General Meeting is the *cornerstone of corporate governance. For FY 2025–26, companies are required to hold their AGM to formally approve the audited financial statements, declare dividends (if any), and discuss matters of company management. The AGM must be conducted by **30th September 2026*, and it sets the trigger dates for filing AOC-4 and MGT-7.
AOC-4 – Filing of Audited Financial Statements
Form AOC-4 is used to file your company’s *audited balance sheet, profit and loss account, and associated documents* with the ROC. This form must be submitted within *30 days of the AGM. If your AGM is held on 30th September 2026, the AOC-4 deadline falls on **30th October 2026*.
This is arguably the most important compliance form because it officially communicates your company’s financial position to the government.
MGT-7 – Annual Return
Form MGT-7 captures a *comprehensive snapshot of your company* — including shareholding patterns, director details, registered office information, and changes made during the financial year. It must be filed within *60 days of the AGM, making the deadline **29th November 2026* (assuming AGM on 30th September 2026).
DIR-3 KYC – Director KYC Verificationac
Every individual who holds a *Director Identification Number (DIN)* as of 31st March 2026 must complete their annual KYC verification. This is mandatory regardless of whether the director is actively associated with any company or not. The deadline is *30th September 2026, and failure to comply results in DIN deactivation and a fixed penalty of *₹5,000**
DPT-3 – Return of Deposits and Outstanding Loans
Form DPT-3 requires companies to disclose all *deposits received and outstanding loans* that are not classified as public deposits. This includes loans received from directors, shareholders, or other parties. The filing deadline for FY 2025–26 is *30th June 2026. Non-compliance can attract penalties of up to *₹10 Crore**.
Why ROC Compliance Matters More Than Ever in 2025–26
MSME-1 – Half-Yearly Reporting of MSME Dues
If your company has outstanding dues to *Micro, Small, and Medium Enterprise (MSME) vendors* for more than 45 days, you are required to report this through Form MSME-1. This is a *half-yearly filing* with two separate deadlines:
ADT-1 – Auditor Appointment Intimation
- 30th April 2026* — for the period October 2025 to March 2026
- 31st October 2026* — for the period April 2026 to September 2026
Whenever a company appoints or reappoints a statutory auditor, it must inform the ROC through Form ADT-1 within *15 days of the AGM. This form is typically due by **15th October 2026* for FY 2025–26.
ROC Compliance Calendar for FY 2025–26 – At a Glance
Form
Purpose
Filing Deadline
Period Covered
MSME-1
MSME Dues Reporting
30 Apr 2026
Oct 2025 – Mar 2026
DPT-3
Return of Deposits/Loans
30 Jun 2026
FY 2025–26
DIR-3 KYC
Director KYC Verification
30 Sep 2026
FY 2025–26
AGM
Annual General Meeting
30 Sep 2026
Review of FY 2025–26
ADT-1
Auditor Appointment
15 Oct 2026
New Auditor Tenure
AOC-4
Audited Financial Statements
30 Oct 2026
FY 2025–26
MSME-1
MSME Dues Reporting
15 Oct 2026
Apr 2026 – Sep 2026
MGT-7
Annual Return
29 Nov 2026
| FY 2025–26
Important Note: AOC-4 is due within 30 days of the AGM, and MGT-7 within 60 days. The above dates are calculated assuming the AGM is conducted on the final allowable date of 30th September 2026. Companies holding their AGM earlier will have correspondingly earlier deadlines for AOC-4 and MGT-7.
Income Tax Compliance Deadlines for FY 2025–26
ROC compliance does not exist in isolation. Your company also has *Income Tax obligations* for FY 2025–26 that run parallel to your MCA filings. Here is a quick reference:
Compliance
Filing Deadline
Applicability
Tax Audit Report
30 Sep 2026
Companies exceeding prescribed turnover
Income Tax Return (ITR)
31 Oct 2026
All registered companies
Form 3CEB (Transfer Pricing)
30 Nov 2026
International or specified domestic transactions
Companies meeting the prescribed turnover threshold must ensure their *Tax Audit Report is filed by 30th September 2026* — the same deadline as the AGM. This makes September the most compliance-intensive month of the year for Pvt Ltd companies.
Penalties for Non-Compliance in FY 2025–26
Understanding the *penalty structure* is just as important as knowing the deadlines. Here is a detailed breakdown of what non-compliance costs your company:
Late Filing of AOC-4 and MGT-7
A penalty of *₹100 per day* is levied for every day of delay in filing these two critical forms. There is *no maximum cap*, which means a delay of just six months can cost your company over ₹18,000 per form — and it keeps growing.
Missed DIR-3 KYC Deadline
If a director fails to complete their KYC by 30th September 2026, their DIN is immediately *deactivated. Reactivation requires payment of a fixed penalty of *₹5,000**. Until the DIN is restored, the director cannot digitally sign any company document or form.
Non-Filing of DPT-3
This is one of the *most severe penalties* in corporate compliance. Failure to file Form DPT-3 can attract a fine of *up to ₹10 Crore or twice the deposit amount* — whichever is lower. Officers in default can also face imprisonment in extreme cases.
Delayed MSME-1 Filing
Non-filing or late submission of MSME-1 can attract a penalty of *₹20,000 on the company, along with a **daily fine on the defaulting directors* until the form is filed.
Strike-Off by the ROC
If a company *fails to file its annual returns for two or more consecutive financial years*, the Registrar of Companies has the authority to initiate strike-off proceedings under Section 248 of the Companies Act, 2013. Once struck off, the company loses its legal existence, and revival is a long, expensive, and uncertain process.
Frequently Asked Questions About ROC Compliance for FY 2025–26
It is the structured schedule of mandatory filings — including AOC-4, MGT-7, DIR-3 KYC, DPT-3, MSME-1, and ADT-1 — that every Private Limited Company must complete to report its financial and administrative status for the period from April 2025 to March 2026.
Absolutely yes. Even companies with *nil activity* are required to file their annual returns and financial statements. Failure to do so — regardless of business activity — invites the same penalties and can lead to strike-off.
The Annual General Meeting for FY 2025–26 must be held *on or before 30th September 2026*. Companies that have been in existence for more than one year are required to hold the AGM within six months of the financial year-end.
Any individual holding a *Director Identification Number (DIN)* as of 31st March 2026 must file DIR-3 KYC by 30th September 2026. This applies even to directors who are not currently associated with any active company.
MGT-7 must be filed within *60 days of the AGM. If the AGM is held on the deadline of 30th September 2026, the due date for MGT-7 will be **29th November 2026*.
Delayed filing of MSME-1 can result in a penalty of *₹20,000 imposed on the company*, along with potential daily fines on the directors responsible for the default.
No. Only companies whose *turnover exceeds the prescribed threshold* under the Income Tax Act are required to get a Tax Audit done and file the report by 30th September 2026. However, ITR filing is mandatory for all companies, irrespective of turnover.
Yes. Loans received from directors are treated as *exempted deposits* and must still be disclosed in Form DPT-3. This is a common oversight that attracts heavy penalties. The due date for DPT-3 is *30th June 2026*.
An extension of *up to three months* may be granted by the ROC upon a valid application. However, extensions are typically not granted for the filing of AOC-4 or MGT-7 — the clock starts from the actual date of the AGM.
The MCA V3 portal can sometimes present technical challenges. It is advisable to work with experienced compliance professionals who are familiar with the portal’s requirements and can ensure error-free submission without unnecessary delays.
How Professional Compliance Support Simplifies Your FY 2025–26 Filings
A good compliance partner will begin preparing your registers, resolutions, and supporting documents *well before the audit season*, ensuring nothing is scrambled at the last minute.
Audit-Ready Documentation
A good compliance partner will begin preparing your registers, resolutions, and supporting documents *well before the audit season*, ensuring nothing is scrambled at the last minute.
Proactive Filing — Not Reactive
Instead of waiting for reminders, experienced compliance teams file all your forms *weeks before the deadline*, giving you buffer time to review, correct, and approve.
Accuracy and Cross-Verification
Every number filed in your AOC-4 and MGT-7 is cross-checked against your *bank statements, GST returns, and audited accounts* to eliminate discrepancies that could trigger scrutiny.
Automatic DIN Protection
A compliance service tracks your directors’ KYC status and ensures that *DIR-3 KYC is filed for every DIN holder* before the September deadline — automatically, without requiring you to follow up.
End-to-End Support
From ROC filings to ITR submission, from GST return filing to handling MCA portal issues, a comprehensive compliance partner covers *every aspect of your annual regulatory cycle* under one roof.
Related Compliance Services You May Need in FY 2025–26
Beyond ROC filings, here are connected compliance areas that Pvt Ltd companies often need support with during the same financial year:
GST Return Filing — Monthly and quarterly GSTR filings to avoid interest and penalties
Income Tax Return Filing — Timely ITR submission for the company and its director
Annual Filing for Pvt Ltd Companies — Comprehensive package covering AOC-4, MGT-7, and more
Strike-Off of Pvt Ltd Company — Voluntary closure for companies that are no longer operational
Monthly Compliance Management — Ongoing support for TDS, PF, ESI, and other recurring obligations
Conclusion
The *ROC Compliance Calendar for FY 2025–26* is not just a list of dates — it is the *roadmap to keeping your company legally healthy, financially credible, and operationally strong* throughout the year.
Every form you file on time is a statement of good corporate governance. Every deadline you miss is a risk — to your company’s reputation, your directors’ standing, and your future ability to raise investment, open bank accounts, or win government contracts.
The key takeaway is simple: *plan early, file accurately, and never wait for the last date.*
Whether you are filing for the first time or managing a multi-year compliance track record, having the right team in your corner makes all the difference. From DIR-3 KYC to MGT-7, from DPT-3 to AOC-4 — every form filed correctly and on time is a step toward a stronger, more trusted business.
