What this covers
The annual filings a company or an LLP owes the Registrar of Companies, separate from anything filed with the tax department. For a company: the financial statements in Form AOC-4 and the annual return in Form MGT-7, or MGT-7A for a one-person and a small company, after the meeting at which the accounts are laid. For an LLP: Form 11 and the statement of account and solvency in Form 8. Form ADT-1, DIR-3 KYC, Form DPT-3 and the half-yearly MSME-1 recur alongside them.
Statutory basis
Section 92 of the Companies Act, 2013 for the annual return, section 96 for the annual general meeting, sections 129 and 134 for the statements and the board's report, and section 137 for filing them, with the Companies (Accounts) Rules, 2014 and the Companies (Management and Administration) Rules, 2014. Statements follow Schedule III, with AOC-1 for subsidiaries and AOC-2 for related-party contracts; prescribed classes file AOC-4 in XBRL, and AOC-4 CFS on consolidation. For an LLP, sections 34(3) and 35 of the Limited Liability Partnership Act, 2008 with Rule 24 of the LLP Rules, 2009, where the audit requirement sits.
Who it applies to
Every company and every LLP on the register, including one that traded nothing all year — a dormant entity files a nil set, it does not file nothing. A director who misses DIR-3 KYC has his identification number deactivated, which stops him signing any form for any company he sits on. Failure to file financial statements or annual returns for three continuous financial years disqualifies every director under section 164(2)(a) for five years, and a company that has not carried on business for two financial years can be struck off under section 248.
What we do
- 1Finalise the statements in the Schedule III format, the board's report with the disclosures section 134 requires, and the meeting papers.
- 2Draw the annual return from the statutory registers rather than last year's return, so a transfer, allotment or change of directors is caught.
- 3Confirm the auditor's position for the year is on record, and file Form ADT-1 where an appointment is outstanding.
- 4File AOC-4 and MGT-7 or MGT-7A inside their windows, in XBRL where the class requires it, and place the annual return on the website where section 92(3) applies.
- 5For an LLP, establish whether Rule 24 puts it into audit before Form 8 is signed, then file Form 11 and Form 8.
- 6Reconcile the year's event-based filings — DPT-3, MSME-1, charge and director filings — against what happened.
What you receive
- Filings
- AOC-4 with MGT-7 or MGT-7A, or Form 11 with Form 8, filed with their challans.
- Meeting record
- Notice, board's report, resolutions and signed minutes for the year.
- Registers updated
- Members, directors and charges registers current as at the year end.
- Default position
- Any earlier year still unfiled, its exposure, and the order to clear it.
Documents and information required
Audited financial statements with the auditor's report · minutes of board and general meetings · statutory registers as maintained · share transfers, allotments and changes in directors · charges created, modified or satisfied · dues outstanding to micro and small enterprises · the auditor's appointment papers · last year's filed forms.
Key dates
A company holds its annual general meeting within six months of the year end. AOC-4 follows within thirty days of that meeting and MGT-7 within sixty; where no meeting was held, both run from the date it should have been. An LLP's dates do not move with a meeting — Form 11 within sixty days of the year end, Form 8 within thirty days of the end of the following six months. An LLP's financial year must end on 31 March. DIR-3 KYC and DPT-3 have fixed annual dates, and MSME-1 is half-yearly. Additional fee for delay accrues per day on each form, with no ceiling.