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Compliance

The filings a company owes every year, whether or not it traded

A dormant company still has a filing calendar. Missing it is the quiet way a business acquires penalties, a deactivated DIN and a director who cannot sign anything.

19 August 20266 min read

Three thick document folders stacked on a pale surface

The most expensive misunderstanding we correct is a simple one: that a company with no revenue has nothing to file. Registration with the Registrar of Companies creates an annual obligation that runs from incorporation until the entity is formally closed, and it does not pause for a quiet year.

What a company files each year

Two filings carry the year. Financial statements go to the Registrar in AOC-4, due 30 days from the AGM, and the annual return goes in MGT-7, due 60 days from the AGM. Both dates are measured from the annual general meeting, not from a fixed calendar date, which is why two companies can have entirely different deadlines in the same year.

Smaller companies file a shorter version of the annual return: One Person Companies and small companies file the abridged MGT-7A instead of the full MGT-7, within the same filing window. A small company here means one with paid-up share capital up to ₹4 crore and turnover up to ₹40 crore — both conditions, tested afresh each year against that year's figures rather than fixed at incorporation.

The filing that belongs to the director, not the company

DIR-3 KYC is due 30 September each year and is owed by every individual holding a Director Identification Number, whatever the company did that year. It is the one on this list that people miss most often, because it does not feel like a company filing at all.

Miss it and the consequence is immediate and personal: ₹5,000 flat fee per DIN, regardless of how late the filing is. The DIN is deactivated in the meantime, and a deactivated DIN cannot sign any MCA filing — so one forgotten form can hold up every other filing the company needs to make.

An LLP's calendar is different, and stricter in one respect

An LLP files Form 11, its annual return, by 30 May, and Form 8, the statement of account and solvency, by 30 October. These are fixed dates, so unlike a company's they do not move with a meeting.

The late fee is ₹100 per day, with no cap. The absence of a cap is the part worth reading twice: a company's penalties are largely bounded, while a forgotten LLP filing keeps compounding for as long as it stays unfiled. We have seen dormant LLPs where the accumulated fee is the single largest number in the file.

The first-year items that are easy to leave behind

  • INC-20A, the declaration of commencement of business, due 180 days from incorporation — until it is filed the company cannot legally commence business or borrow.
  • The LLP agreement in Form 3, due 30 days from incorporation.
  • Books of account, which a company has to retain for 8 financial years — a requirement that outlives most of the people who set the filing system up.

None of these are annual, but they surface in the same conversation, because a company that missed one of them usually discovers it while trying to complete its first annual filing.

Why dormancy does not help

A company that traded nothing still holds a registration, still has directors, and still appears on a public register that lenders, buyers and tender portals read. Non-filing shows there. It is a common reason a bid is set aside or a loan application stalls, long before anyone mentions a penalty.

If a business genuinely has stopped, the answer is to close or dormant it properly through the process the Act provides, not to stop filing and hope. Stopping quietly costs more than closing deliberately, and the gap widens every year.

Income tax filings sit alongside all of this and follow their own calendar — ask us about those separately. If you are unsure which of the above your entity currently owes, send us your incorporation details and we will tell you exactly what is outstanding.

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