Annual ROC Filing: MGT-7 and AOC-4 Explained
Every company must file its annual return and financial statements each year. Here is what each form contains and what happens if you are late.
By Legal Munshi Expert Desk
Every registered company in India must file two annual documents with the Registrar of Companies, regardless of whether it traded during the year.
The two forms
The annual return is filed in form MGT-7, and the financial statements are filed in form AOC-4. Together they give the registry a picture of the company's ownership, management and financial position for the year.
What MGT-7 contains
The annual return records the company's shareholding structure, the details of its directors and key managerial personnel, the meetings held during the year, and the changes in the company's capital. It is a statement of the company's governance for the year.
What AOC-4 contains
The financial statements form carries the balance sheet, the profit and loss account, the cash flow statement, the auditor's report and the directors' report. For companies that must consolidate, the consolidated statements are attached as well.
The deadlines
Both filings are linked to the date of the annual general meeting. The financial statements are due within a short window after the meeting, and the annual return within a slightly longer window. Where no meeting is held, the forms are still due by the statutory deadline. The exact number of days is set by law and should be confirmed for the year in question.
The cost of being late
Additional fees apply for every day of delay and rise steeply with time. Separately, the company, its directors and the signing officer can attract penalties for non-filing. Because the additional fee is automatic and based on the delay, filing late is always more expensive than filing on time.
Who signs
The financial statements are signed by the directors and the auditor, and the annual return is signed by a director and the company secretary where one is required. The signatures are made with a valid digital signature certificate, which is why the directors' DSCs and KYC must be kept current.
Small companies
Smaller companies and certain categories file an abridged annual return, but the obligation to file remains. There is no turnover below which a company can skip its annual filings altogether.