Filing with the Registrar of Companies (ROC) is a mandatory compliance requirement for every company registered in India. Missing a deadline or underestimating the cost leads to substantial financial penalties, often running into lakhs of rupees.
This guide provides a complete breakdown of ROC filing charges, normal filing fees, late fees, due dates, key forms, and the Companies Compliance Facilitation Scheme (CCFS) 2026, which offered a 90% waiver on late fees until it closed on 15 September 2026.
Looking for expert help with ROC filing charges, ROC filing fees, ROC late filing fees, ROC filing due date, what is ROC filing, list of forms to be filed with ROC? The team at Tax Garden, based in Kondapur, Hyderabad, helps Indian SMEs stay compliant. End-to-end filings, notices, and deadline tracking, all in one place.
What is ROC Filing?
ROC filing refers to the process of submitting various statutory forms, documents, and returns to the Registrar of Companies (ROC) under the Ministry of Corporate Affairs (MCA). Every company incorporated in India, whether a Private Limited Company, Public Company, One Person Company (OPC), or LLP, must comply with these filing requirements under the Companies Act, 2013.
What Happens If You Don't File?
Non-compliance with ROC filing obligations can have severe consequences: late filing fees accumulate at Rs 100 per day per form with no upper cap, directors face disqualification under Section 164(2) after three consecutive years of default, penalties of up to Rs 50,000 on the company and Rs 1,000 per day on officers (max Rs 1 lakh) apply, and the company's name may be struck off from the ROC register in extreme cases.
Related compliance guides:
- Understanding MGT-7 Annual Return
- AOC-4 Financial Statements Filing
- Director Disqualification Under Section 164
Key ROC Forms and Their Purpose
Here are the most important forms that every company must file with the ROC:
| Form | Purpose | Filing Trigger |
|---|---|---|
| SPICe+ (INC-32) | Company incorporation (PAN, TAN, GST, EPF, ESIC) | At incorporation |
| AOC-4 | Filing of financial statements (balance sheet, P&L) | Within 30 days of AGM |
| MGT-7 | Annual return (companies with share capital) | Within 60 days of AGM |
| MGT-7A | Annual return (OPCs and small companies) | Within 60 days of AGM |
| ADT-1 | Auditor appointment | Within 15 days of AGM |
| DIR-12 | Change in directors | Within 30 days of change |
| INC-22 | Change in registered office address | Within 30 days of change |
| SH-7 | Increase in authorized capital | Within 30 days of alteration |
| PAS-3 | Share allotment | Within 30 days of allotment |
| DPT-3 | Return of deposits and outstanding loans | By June 30 every year |
| DIR-3 KYC Web | Director KYC | By June 30, once every three financial years (from March 31, 2026) |
ROC Filing Fees: Normal Filing Charges
ROC filing fees are determined primarily by the company's authorized share capital. The fee structure follows a slab system:
| Authorized Share Capital | Normal ROC Filing Fee |
|---|---|
| Up to Rs 1,00,000 | Rs 200 |
| Rs 1,00,001 to Rs 5,00,000 | Rs 300 |
| Rs 5,00,001 to Rs 25,00,000 | Rs 400 |
| Rs 25,00,001 to Rs 1,00,00,000 | Rs 500 |
| Above Rs 1,00,00,000 | Rs 600 |
These slabs apply to filing documents such as AOC-4 and MGT-7 under the Companies (Registration Offices and Fees) Rules, 2014. Incorporation fees and state stamp duty follow separate tables.
Professional Fees (In Addition to Government Fees)
Beyond the government filing fees, companies typically pay professional fees to CAs or consultants for preparation and filing:
| Service | Professional Fee Range |
|---|---|
| Annual ROC filing (AOC-4 + MGT-7) | Rs 12,000 - Rs 15,000 |
| Annual compliance (audit + ROC filings) | Rs 15,000 - Rs 30,000 |
| Company registration assistance | Rs 5,000 - Rs 20,000 |
ROC Annual Filing Due Dates (FY 2025-26)
The key annual ROC filing deadlines for the financial year 2025-26 (filings in 2026) are:
| Form | Purpose | Due Date (2026) |
|---|---|---|
| AOC-4 | Financial statements | October 29, 2026 |
| MGT-7 / MGT-7A | Annual return | November 28, 2026 |
| DPT-3 | Return of deposits | June 30, 2026 |
| DIR-3 KYC Web | Director KYC | Not due in 2026 for most directors; next by June 30, 2028 |
Assuming AGM is held on September 30, 2026. If the AGM date differs, the due dates shift accordingly: AOC-4 is due 30 days after AGM, and MGT-7 is due 60 days after AGM.
ROC Late Filing Fees: The Rs 100 Per Day Rule
The most critical aspect of ROC compliance is the late filing fee. Under Section 403 of the Companies Act, 2013, read with the Companies (Registration Offices and Fees) Rules, 2014, MCA has charged this since 1 July 2018 (as restated in MCA General Circular No. 01/2026):
Late AOC-4 and MGT-7/MGT-7A filing attracts an additional fee of Rs 100 per day per form with no upper cap.
Other forms, such as DIR-12, INC-22 and PAS-3, are charged differently: the additional fee is a multiple of the normal fee that rises with the length of the delay.
Real Cost Examples
| Scenario | Late Fee Calculation |
|---|---|
| One form, 180 days late | Rs 18,000 |
| Two forms, 180 days late | Rs 36,000 |
| Two forms, 1 year late | Rs 73,000 |
| Two forms, 3 years late | Rs 2,19,000+ |
Additional Penalties
The additional fee is not a penalty. Separately, the Registrar can adjudicate a penalty under Section 92(5) (annual return) and Section 137(3) (financial statements):
- Penalty on company: Rs 10,000, plus Rs 100 per day of continuing default, up to Rs 2 lakh per form
- Penalty on officers in default: Rs 10,000, plus Rs 100 per day, up to Rs 50,000
- Directors disqualification: If financial statements or annual returns are not filed for any continuous period of three financial years (Section 164(2))
CCFS 2026: 90% Relief on Late Fees (Closed 15 September 2026)
The Companies Compliance Facilitation Scheme (CCFS) 2026 was a one-time relief for companies with pending ROC filings. MCA announced it in General Circular No. 01/2026 dated 24 February 2026. It opened on 15 April 2026, was extended from 15 July to 31 August 2026 (General Circular No. 03/2026) and then to 15 September 2026 (General Circular No. 04/2026), and closed on that date.
What CCFS 2026 Offered
| Feature | Details |
|---|---|
| Late fee relief | 90% waiver on additional (late) fees |
| Payment required | Normal filing fee + 10% of the accumulated late fee |
| Who was covered | Defaulting companies with pending annual filings (LLPs were not covered) |
| Dormant companies | Form MSC-1 for dormant status at 50% of the normal fee |
| Strike-off | Form STK-2 for closure at 25% of the normal fee |
Savings Example
| Scenario | Full late fee (applies now) | Under CCFS 2026 (while open) |
|---|---|---|
| Two forms, 3 years late | Rs 2,19,000+ | ~Rs 21,900 (10% of late fee) |
What Applies Now
With the scheme closed, there is no waiver on pending filings. Companies with a backlog need to:
- Identify all pending ROC forms
- Calculate the normal fee plus the full additional fee of Rs 100 per day per form
- File the oldest pending year first, because the fee grows every day
Event-Based ROC Filings
Beyond annual filings, companies must also file event-based forms within prescribed timelines:
| Event | Form | Due Date |
|---|---|---|
| Change of directors | DIR-12 | Within 30 days |
| Change of registered office | INC-22 | Within 30 days |
| Increase in authorized capital | SH-7 | Within 30 days |
| Share allotment | PAS-3 | Within 30 days |
| Creation/modification of charge | CHG-1 | Within 30 days |
Common Mistakes to Avoid
1. Missing the 30-day AOC-4 deadline
Many companies delay filing financial statements after the AGM. The 30-day window is strict. Even one day late triggers Rs 100 per day per form.
2. Not factoring in the "no cap" late fee
The Rs 100 per day per form with no upper cap means costs can spiral to lakhs for multiple years of delay.
3. Filing wrong forms
Filing an incorrect form (e.g., using MGT-7 instead of MGT-7A) can lead to rejection and additional fees.
4. Waiting for another amnesty
CCFS 2026 closed on 15 September 2026 and MCA has not announced a successor scheme. Companies with pending filings should file now, because the additional fee keeps growing by Rs 100 per day per form.
5. Ignoring director KYC (DIR-3 KYC)
From March 31, 2026, Rule 12A (as substituted by G.S.R. 943(E) dated December 31, 2025) requires each DIN holder to file Form DIR-3 KYC Web once every three financial years, by June 30. Directors who completed KYC before that date are next due by June 30, 2028. A missed KYC leads to DIN deactivation, and reactivation carries a Rs 5,000 fee.
Where Tax Garden Helps
ROC compliance requires meticulous attention to deadlines, accurate form filing, and timely payment of fees. A single missed filing can cost lakhs in late fees and penalties.
Tax Garden helps you:
- File AOC-4, MGT-7, ADT-1, DIR-12, INC-22, and all other ROC forms
- Meet ROC filing due dates with calendar reminders and proactive filing
- Clear pending filings with the late fee computed upfront, now that CCFS 2026 has closed
- Keep your company compliant and avoid director disqualification
Looking for expert help with ROC filing charges, ROC filing fees, ROC late filing fees, ROC filing due date, what is ROC filing, list of forms to be filed with ROC? The team at Tax Garden, based in Kondapur, Hyderabad, helps Indian SMEs stay compliant. End-to-end filings, notices, and deadline tracking, all in one place.
Sources: Companies Act, 2013 (Sections 92, 137, 139, 164, 403); Companies (Registration Offices and Fees) Rules, 2014; MCA General Circulars No. 01/2026, 03/2026 and 04/2026 (CCFS-2026); G.S.R. 943(E) dated 31 December 2025 (DIR-3 KYC). Verify current fee structures, due dates, and scheme eligibility on mca.gov.in before acting, as rules may be updated periodically. This article is general information on ROC filing charges and not a substitute for professional advice.
Frequently Asked Questions
Can I still use CCFS-2026 to reduce late fees on pending ROC forms?
No. The Companies Compliance Facilitation Scheme 2026 closed on 15 September 2026, after extensions from its earlier deadlines. Pending forms filed now attract the normal filing fee plus the full additional fee, which is Rs 100 per day per form with no upper cap for annual filings like AOC-4 and MGT-7. Filing the oldest defaults first stops the daily fee from growing further.
How is the late fee calculated for AOC-4 and MGT-7?
For AOC-4 and MGT-7 or MGT-7A, the additional fee is Rs 100 for every day of delay after the due date, charged separately for each form and with no maximum. The MCA portal calculates it automatically when you file. So two forms filed one year late cost about Rs 73,000 in additional fees alone, on top of the normal filing fee and any penalty for the default.
What decides the normal government fee for an ROC form?
For companies with share capital, the normal filing fee depends on the company's nominal (authorised) share capital. It is Rs 200 for capital below Rs 1 lakh, Rs 300 from Rs 1 lakh to below Rs 5 lakh, Rs 400 from Rs 5 lakh to below Rs 25 lakh, Rs 500 from Rs 25 lakh to below Rs 1 crore, and Rs 600 for Rs 1 crore or more. Professional charges are separate.
When are AOC-4 and MGT-7 due for FY 2025-26?
AOC-4 is due within 30 days of the annual general meeting, and MGT-7 or MGT-7A within 60 days of the AGM. A company whose financial year ended on 31 March 2026 must hold its AGM by 30 September 2026, so for an AGM on that date the forms fall due around the end of October and the end of November 2026. An earlier AGM brings both deadlines forward.
What happens to directors if a company does not file ROC annual returns for years?
If a company fails to file its financial statements or annual returns for three continuous financial years, every director on its board is disqualified under Section 164(2) of the Companies Act, 2013 from being appointed or re-appointed as a director of any company for five years. The ROC can also move to strike the company's name off the register, which then needs a tribunal order to reverse.
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