Annual Compliance for a Private Limited Company: Every Date

Every private limited company has the same yearly cycle, sales or no sales: an audit, an AGM by 30 September, financial statements in AOC-4 within 30 days of the AGM and the annual return in MGT-7 or MGT-7A within 60 days. Add the income tax return, DPT-3 by 30 June, and director KYC once in three years.

Why does a small company have so much to file?

Because limited liability has a price. Your personal assets are shielded, so the company shows its accounts in public. Anyone can look up your filings on the MCA portal: lenders, customers, a future investor. The yearly forms are how that record stays current.

The good news: for a small company, most of it is one push between July and November.

The calendar for a 31 March year

Are you a small company?

It matters, because a small company gets the lighter board meeting rule and the shorter annual return. Since 1 December 2025, a private company is a small company when its paid-up capital is not more than Rs 10 crore and its turnover is not more than Rs 100 crore. Before that the limits were Rs 4 crore and Rs 40 crore. Most online sellers who incorporate fall well inside both.

There is a catch on board meetings. The relaxed rule of one meeting in each half year is available only to a private company that is not in default in filing its financial statements or annual return. Fall behind on AOC-4 or MGT-7 and you are back to four meetings.

The order things happen in

1. Close the books for the year ending 31 March. Reconcile the bank and marketplace payouts first.
2. Get the statutory audit done. Every company is audited, whatever its size.
3. Hold a board meeting to approve the audited financial statements and the board's report, and to call the AGM.
4. Hold the AGM by 30 September. The members adopt the accounts. At the first AGM they appoint an auditor for five years.
5. File ADT-1 within 15 days if an auditor was appointed.
6. File AOC-4 within 30 days and MGT-7 or MGT-7A within 60 days.
7. File ITR-6 with the company's tax computation by the income tax due date.

What is different this year?

Two reliefs are in force as on 12 Nov 2026, and both are narrower than they first sound.

Company forms for FY 2025-26. General Circular 05/2026, dated 24 October 2026, waives the additional fee on AOC-4 filed by 31 December 2026 and on MGT-7 or MGT-7A filed by 31 January 2027. It does not move the AGM date, and it does not cover ADT-1. A form filed after the relief date pays the late fee counted from the original due date, as the circular is reported.

Income tax for AY 2026-27. CBDT Circular 07/2026 of 28 September 2026 moved the return due date for companies and other audit cases from 31 October to 21 November 2026, and the tax audit report from 30 September to 21 October 2026. These returns still follow the Income-tax Act, 1961, because they cover FY 2025-26.

A worked example: what lateness costs

Take a small company with an AGM on 30 September 2027 for FY 2026-27. AOC-4 is due on 30 October 2027 and MGT-7A on 29 November 2027, counting forward 30 and 60 days.

The director files both on 13 December 2027. AOC-4 is 44 days late and MGT-7A 14 days late. At the Rs 100 a day reported for each form, that is Rs 4,400 plus Rs 1,400: Rs 5,800 in additional fees, on top of the normal fee of a few hundred rupees per form. There is no cap, and penalties under sections 137 and 92 can come on top.

And director KYC? Miss the 30 June window and the DIN is marked deactivated. Secondary sources put the fee to file late and reactivate at Rs 5,000 per director.

The mistake people usually make

Reading a fee waiver as a new due date. MCA often waives additional fees, and founders hear "extended". They then hold the AGM in November, or forget ADT-1, which was never part of the relief. The AGM date in the Act stayed 30 September, so a late AGM is still a default, and the 120-day board meeting rule may now apply as well.

The second mistake is a dormant year. "We had no sales, so there is nothing to file." The audit, the AGM, AOC-4, MGT-7A and the income tax return are all still due. A company that misses two years running risks being struck off and its directors being disqualified.

Do it yourself or pay someone?

You cannot do all of it yourself. The audit needs an independent chartered accountant, and some forms need a professional's certification. Board minutes and director KYC are easy to own in-house. Keep the calendar in your own hands: put every date above in your phone. If you are just starting out, read our page on compliance after company incorporation first, and our company registration cost page shows the yearly government fees.

Frequently asked questions

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