Company Law Compliance Calendar 2026: Every ROC Filing Your Company Cannot Miss

The Ministry of Corporate Affairs has steadily tightened compliance requirements under the Companies Act 2013. Late filing fees under Section 403 now compound at ₹100 per day for most forms — a ₹10,000 filing that is 100 days late costs ₹20,000 in additional fees. Director disqualification under Section 164(2) — which occurs when a company fails to file annual returns or financial statements for three consecutive years — remains one of the most disruptive enforcement tools, disqualifying the director from all other boards simultaneously. What follows is the complete compliance calendar for FY 2025-26 and the reporting year 2026. Every private limited company, public limited company, OPC (One Person Company), and Section 8 company registered in India should plan against these dates. ## Q1 (April – June 2026) **April 30 — DIR-3 KYC (Director KYC)** Every director who was allotted a DIN (Director Identification Number) on or before March 31 of the preceding year must complete DIR-3 KYC by April 30. For directors completing KYC for the first time or updating details, DIR-3 KYC-Web (a simpler OTP-based form) applies to those with no changes. Failure to file deactivates the DIN; the director cannot function until the DIN is reactivated by filing DIR-3 KYC with a ₹5,000 penalty. **April 30 — MSME Form I (Half-Yearly Return)** Companies that have outstanding payments to MSME vendors exceeding 45 days must file MSME Form I with the ROC. The April 30 filing covers the October–March period. Failure to file attracts penalties under Section 405 of the Companies Act 2013. **May 30 — MGT-15 (Report on Annual General Meeting)** Listed companies must file the report of the AGM within 30 days of holding it. If the AGM was held in April, this falls due in May. **June 30 — Annual General Meeting (OPCs and Small Companies)** One Person Companies and small companies (as defined under Section 2(85) of the Companies Act 2013 — paid-up capital below ₹4 crore and turnover below ₹40 crore) may hold their AGM by June 30 rather than September 30. The distinction matters for downstream filing deadlines. ## Q2 (July – September 2026) **July 15 — FLA Return (FEMA)** Companies that have received Foreign Direct Investment or made overseas direct investments must file the Foreign Liabilities and Assets (FLA) Annual Return with the RBI by July 15 each year. This is not a Companies Act filing — it is an RBI requirement under FEMA 1999 — but it sits on every CFO's compliance calendar for the same period. Non-filing attracts penalties under FEMA. **September 30 — Annual General Meeting** Section 96 of the Companies Act 2013 requires every company (other than OPCs) to hold its first AGM within nine months of closing its first financial year, and subsequent AGMs within six months of the close of each financial year. For companies with a March 31 year-end (the default for Indian companies under Section 2(41)), the AGM must be held by September 30. At the AGM, the company must: lay the audited financial statements before members; declare a dividend if applicable; appoint or reappoint auditors; and transact any other business listed in the notice. **September 30 — Auditor Appointment / Reappointment** Under Section 139 of the Companies Act 2013, auditors are appointed for a five-year term and ratified annually. Companies must file Form ADT-1 within 15 days of the AGM. ## Q3 (October – December 2026) **October 29 — MGT-7 / MGT-7A (Annual Return)** The Annual Return (Form MGT-7 for companies with paid-up capital above ₹10 crore or turnover above ₹50 crore; Form MGT-7A for smaller companies) must be filed within 60 days of the AGM. For an AGM held on September 30, the deadline is November 29. For an AGM held on September 1, the deadline is October 31. MGT-7 is the most comprehensive public disclosure document a company files — it covers the shareholding pattern, details of directors, details of meetings, and particulars of significant beneficial owners under Section 90. Errors in MGT-7 attract regulatory scrutiny. **October 29 — AOC-4 / AOC-4 CFS (Financial Statements)** Form AOC-4 (financial statements for individual companies) and AOC-4 CFS (consolidated financial statements for holding companies) must be filed within 30 days of the AGM. For an AGM on September 30, the deadline is October 29. The financial statements filed in AOC-4 must be adopted (not merely approved) at the AGM. If the AGM approves provisional accounts, a revised AOC-4 must be filed once the final accounts are adopted. **XBRL Filing Requirement** Listed companies and public companies with paid-up capital above ₹5 crore or turnover above ₹100 crore must file their financial statements in XBRL (eXtensible Business Reporting Language) format along with AOC-4. XBRL tagging errors are a common source of late filing penalties — engage a qualified chartered accountant who specialises in XBRL tagging well in advance. **October 31 — MSME Form I (Second Half-Yearly Return)** The October 31 filing covers outstanding payments to MSME vendors for the April–September period. **November 29 — MGT-7 (where AGM held September 30)** See above. ## Q4 (January – March 2027) **December 31 — DPT-3 (Return of Deposits)** Every company that has received any amount that may be treated as a deposit must file Form DPT-3 by June 30 of every year. However, for companies with a December 31 year-end, this falls in Q4. For March 31 year-end companies, DPT-3 is due June 30 (Q1 of the next calendar year). **March 31 — Board Meetings (Minimum 4 per Year)** Section 173 of the Companies Act 2013 requires every company (other than OPCs) to hold at least four board meetings per year, with a maximum gap of 120 days between consecutive meetings. Companies that rush to hold all four meetings in Q4 risk technical non-compliance if the spacing requirement is violated. **March 31 — Related Party Transaction (RPT) Review** Boards should undertake a year-end review of all related party transactions under Section 188 to ensure that all transactions that required prior approval — transactions with directors, their relatives, or companies in which directors hold 2% or more shares — have been properly documented and approved. ## Event-Based Filings (No Fixed Date) Several filings are triggered by events rather than calendar dates. These are frequently missed: - **MGT-14** — for board resolutions and special resolutions required to be filed with the ROC (e.g., special resolution approving a related party transaction, passing of a board resolution for taking loan above limits). Due within 30 days of the resolution. - **DIR-12** — appointment, resignation, or change in designation of a director. Due within 30 days. - **INC-22** — change of registered office within the same city/state. Due within 30 days; interstate office changes require a special resolution and MGT-14 first. - **SH-7** — increase in authorised share capital. Due within 30 days of the special resolution. - **PAS-3** — allotment of shares. Due within 30 days of allotment. - **FC-GPR** — receipt of FDI by an Indian company. Due within 30 days of allotment. - **CHG-1** — creation or modification of charge. Due within 30 days (with an extension to 60 days on payment of additional fee, and beyond that with NCLT permission only). ## Director Disqualification: The Consequence of Non-Filing Section 164(2) of the Companies Act 2013 disqualifies a director from appointment or reappointment for five years if the company in which they are a director has failed to file annual returns under Section 92 or financial statements under Section 137 for any continuous period of three years. The MCA periodically publishes lists of disqualified directors — inclusion on this list affects the director's ability to sit on any board, including boards of companies that are fully compliant. Directors of companies in Delhi NCR have successfully challenged disqualification orders at the Delhi High Court, but such proceedings are expensive and time-consuming. Prevention through timely filing is categorically preferable. Corpus Juris Legal's Corporate Compliance team manages annual ROC filing calendars for mid-to-large corporates, PE-backed companies, and MNC subsidiaries across Delhi NCR. If your company is approaching any of these deadlines or has legacy filing gaps that require compounding applications, our team can advise on the most efficient path to compliance.