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Compliance5 Feb 2026·5 min read

ROC annual filings: the 6 mistakes that trigger MCA penalties

AOC-4 and MGT-7 look routine. But late filings, mismatched financials and missed director KYC are the most expensive mistakes on the MCA's enforcement radar.

Aditi Kulkarni, CA

Partner, Compliance

ROC annual filings: the 6 mistakes that trigger MCA penalties

Every Pvt Ltd, OPC and LLP in India files annual returns with the Registrar of Companies. The forms are formulaic — but the penalty regime is unforgiving. ₹100 per day, per form, with no upper cap for company filings. The six mistakes below account for the bulk of penalties we see clients hit with.

1. Missing the deadline

AOC-4 is due within 30 days of the AGM. MGT-7 is due within 60 days. Most AGMs happen by 30 September, which puts AOC-4 deadlines around 29 October and MGT-7 around 28 November. Late by even a single day triggers the ₹100/day clock — no waivers.

2. Financials that don't tie to the auditor's report

The numbers in AOC-4 must match the audited financials uploaded. Differences as small as ₹1 from rounding mismatches trigger MCA queries. Reconcile to the rupee before upload.

3. Missing DIR-3 KYC

Every active director must file DIR-3 KYC by 30 September each year. Miss it, and the DIN is deactivated — which blocks every other filing the company tries to do. Reactivation is ₹5,000 per director, on top of the time lost.

4–6. The silent killers

MGT-14 missed for special resolutions (especially ESOP scheme approval and borrowing-limit changes). DPT-3 missed for return of deposits / loans accepted from directors. CSR-2 missed by companies that triggered Section 135 thresholds in the previous year. Each of these compounds because the MCA's adjudication framework is now algorithmic — notices go out automatically.

ROCAOC-4MGT-7MCA

About the author

Aditi Kulkarni, CA

Partner, Compliance at Regikart. Want to discuss this in the context of your business?

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