Every Company registered under Companies Act is required to file their returns with the Registrar of Companies annually.

Company Annual Filings refers to the filing of Audited Annual Financial Accounts of the Company along with Directors Report and Annual Return of Company with Registrar of Companies. These yearly filings are mandatory for every registered Company whether the Company carries on business or not.

For completing the Company Annual Filings in time, the following Documents / process have to be completed:

  1. Annual Financial Accounts
  2. Board Meeting Records and Minutes
  3. Audit of Account by the Statutory Auditors
  4. Directors Report
  5. Annual General Meeting
  6. Filing Form AOC-4 and Form MGT-7 with ROC
  7. Check on Appointment of Auditors and filing Form ADT-1 for appointments

Annual Financial Accounts (Form AOC-4) 

Financial Accounts refers to the financial statements which include Balance Sheet and Profit and Loss Account prepared in accordance with the accounting standards and as per Schedule III of Companies Act.  The annual financial accounts must be audited by the statutory auditor of the company and shall give a true and fair view of the state of affairs of the company

The Board of Directors has to also prepare a Directors Report in the prescribed format and has to forward the same to the shareholders along with audited accounts.

The aforesaid financial statements shall have to be placed before the AGM of the Company and has to be adopted by the meeting.

Annual Return (Form MGT-7)

Every company shall prepare a return containing the following particulars as on the close   of the financial year:

  • its registered office, principal business activities, particulars of its holding, subsidiary and associate companies
  • its shares, debentures and other securities and shareholding pattern;
  • its members and debenture-holders along with changes therein since the close of the previous financial year;
  • its promoters, directors, key managerial personnel along with changes therein since the close of the previous financial year;
  • meetings of members or a class thereof, Board and its various committees along with attendance details;
  • remuneration of directors and key managerial personnel;
  • penalty or punishment imposed on the company, its directors or officers and details of compounding of offences and appeals made against such penalty or punishment;
  • matters relating to certification of compliances, disclosures as may be prescribed;
  • details, as may be prescribed, in respect of shares held by or on behalf of the Foreign Institutional Investors

Timeline for Filing Form AOC-4 & Form MGT-7

A. All Companies other than OPC

Name of Return Contents Timeline

MGT -7
Audited Accounts with Directors Report and Auditors Report
Annual Return
30(180 IN CASE OPC) days from AGM
60 days from AGM

Penalty for Delay in Filings

Delay in filing Form AOC4 and MGT7 beyond the specified timelines shall attract an additional fee of Rs.100.00 per day till the date of filings.

Very Important Points to be noted:

  1. Preparation of Annual Financial Accounts are mandatory for every Company.
  2. Every Company has to get the accounts audited by a Chartered Accountant in Practice.
  3. Every Company has to file Form AOC-4 and MGT-7 with ROC every year even if the Company is not carrying on any business.
  4. Delay in filing Form AOC4 and MGT7 will attract an additional fee of Rs.100.00 per day till the date of filing.
  5. Non-Filing of Accounts and Annual Return for more than 2 years would result in Closure of Company by ROC.
  6. Non-Filing of Accounts and Annual Return for more than 3 years will result in Disqualification of Directors u/s 164 of Companies Act.