Missed Your ROC Deadline? ROC Late Filing Fees and What to Do

Missed your ROC filing deadline? Each late AOC-4, MGT-7 or MGT-7A now costs ₹100 a day, with no upper limit, until you file. CCFS-2026 closed on 15 September 2026, so there is no general waiver today. File the oldest pending year first, AOC-4 before MGT-7, and ideally before the ROC writes to you.

It's November, the festive rush is over, and that WhatsApp message from your CA about “ROC forms” is still unread. Take a breath. Surat trading firms and Bengaluru startups miss this deadline too. The late fee is real and it grows every day, so speed matters. But in most cases, the problem is fixable.

This guide covers what a missed deadline costs today, what your directors risk, and the steps to take now. After 15+ years of doing these filings, we'll also tell you where the rules are clear and where nobody can promise you anything.

ROC filing is the yearly process of submitting your company's financial statements, annual return and other mandatory forms to the Registrar of Companies (ROC). The ROC is the government office under the Ministry of Corporate Affairs (MCA) that keeps the official record of every registered company in India.

Every private limited company, public company, One Person Company and Section 8 company must do this each year under the Companies Act, 2013, even if it made no sales or no profit. The two main forms are AOC-4 (financial statements) and MGT-7 or MGT-7A (annual return), both filed online on the MCA portal. Think of it as your company's yearly report card, kept on public record.

If you want the full picture of what the Registrar does and why these filings exist, read our guide on what is ROC, its role, functions and filing requirements.

Your dates depend on your AGM (Annual General Meeting). For a company with a 31 March year-end, the AGM must be held by 30 September. Here is how the rest follows:

So if your AGM was on time, your AOC-4 for FY 2025-26 is due on 30 October 2026, and the late fee starts the next day. If the AGM itself was never held, that is a separate default, covered in the steps below.

Under Section 403 of the Companies Act, the late fee for AOC-4, MGT-7 and MGT-7A is ₹100 per day, per form, with no upper limit. This has been the rule since 1 July 2018. It starts the day after the due date and keeps running until the day you file. On top of that, you pay the normal filing fee, which is roughly ₹200 to ₹600 per form depending on your authorised capital.

Here is what that looks like when both forms are late by the same number of days:

Other forms, such as ADT-1, DPT-3, MGT-14 and DIR-12, don't run at ₹100 a day. Their late fee is a multiple of the normal filing fee, based on how late you are:

One honest point: this late fee is calculated by the MCA portal automatically. Nobody at the ROC office can reduce it for you, and neither can your CA. We wish it were otherwise.

Count the days from each form's due date to the day you file, multiply by ₹100, and add the normal filing fee. Do it for every year that is open. Here is a company that has not filed for FY 2023-24, FY 2024-25 or FY 2025-26, and files everything on 30 November 2026 (AGM dates assumed as 30 September each year):

Notice where the money sits: the two oldest forms are about 65% of the bill. That is why the oldest year goes first.

Yes. An LLP files Form 11 (annual return) by 30 May and Form 8 (accounts and solvency) by 30 October, and a late filing attracts a daily additional fee with no upper limit. [CONFIRM with CS: current per-day rate for Form 8 and Form 11, and the lower rate for small LLPs, under the LLP (Second Amendment) Rules, 2022.] The LLP Act has separate penalties on top, the same way the Companies Act does.

Yes. The late fee is only the first bill. Separately, the ROC can start adjudication and impose a penalty on the company and on every officer in default, meaning directors, the CFO or the company secretary where one exists. Notices come through the MCA e-adjudication system.

Small companies, OPCs and start-ups pay less. Under Section 446B, their penalty is capped at half of the above, up to ₹2 lakh for the company and ₹1 lakh for an officer. The half applies to the penalty only, not to the ₹100-a-day late fee. As of December 2025, a small company is one with paid-up capital up to ₹10 crore and turnover up to ₹100 crore.

What we cannot control is whether the ROC issues such a notice, when it arrives, and where within the legal range the final amount lands. In our experience, a company that files before any notice reaches it usually has a smoother time, but no professional can promise you that.

This is the part many founders miss. The bigger danger is not the ₹100 a day. It is what happens when a default drags on for years.

●Director disqualification (Section 164(2)): if a company has not filed financial statements or annual returns for three continuous financial years, every director is disqualified for five years. The disqualification is not limited to that company. It also stops the person from being appointed as a director elsewhere. A director who joins a defaulting company later gets a six-month breathing period.

●Strike-off (Section 248): If the ROC has reason to believe a company has not carried on business for two financial years in a row and has not applied for dormant status, it can start removing the company's name from the register. Unfiled returns are usually what makes the ROC look. Bringing a struck-off company back usually means an application to the NCLT under Section 252, which costs time and money.

●Inactive DIN: miss the DIR-3 KYC and the director's DIN gets deactivated. You pay ₹5,000 to reactivate it, and until then that director cannot sign MCA forms.

Think of a director who sits on three companies. One sleepy, forgotten company can cost that person all three seats. Banks, lenders and investors check MCA records during due diligence, so an unfiled history can also slow down a loan or a funding round.

Note: If FY 2023-24 and FY 2024-25 are still unfiled, the FY 2025-26 due dates (30 October and 29 November 2026) can complete three continuous years of non-filing. That makes November 2026 the month to clear the oldest years.

Not right now. The MCA ran the Companies Compliance Facilitation Scheme, 2026 (CCFS-2026) under General Circular No. 01/2026 dated 24 February 2026. It let companies clear delayed filings by paying only 10% of the additional fees, a 90% cut. Circulars 03/2026 and 04/2026 extended it twice, and it closed on 15 September 2026. For how the scheme worked, see our CCFS-2026 explainer.

As of November 2026, we found no further extension, so the full ₹100 a day applies again. The MCA can announce new relief at any time, so check the circulars page on mca.gov.in before you decide. And if anyone tells you a 90% waiver is available today, ask them for the circular number.

Our view: if the company never really started, ask whether closing it costs less than reviving it before you pay years of late fees. We'll tell you honestly which side of that line you're on.

1. List what is actually pending. Search your CIN on the MCA portal and check every form and every year. Many owners are surprised to find more than one year overdue.
2. Count the days of delay for each form from its original due date, so you know the exact late fee before you pay.
3. Get the audit and books ready. AOC-4 needs financial statements signed by the Board and the auditor. If no auditor is in place, ADT-1 must be sorted first. If the AGM was never held, hold it now and treat that as a separate default.
4. Check every director's DIN. If DIR-3 KYC is pending, complete it and pay the ₹5,000 fee.
5. File AOC-4 first, then MGT-7 or MGT-7A, paying the additional fee at the time of filing. If several years are pending, clear the oldest year first.
6. Answer any ROC notice within the time given. Silence is the worst reply. Have a professional help you draft it.
7. Confirm the approval. Save the SRN and payment challan, and check that the forms show as approved against your CIN.

A multi-year backlog is mostly an audit and bookkeeping job, not a form-filling job, and it often takes a few weeks. Each of those weeks adds ₹1,400 for every year still pending on both forms.

Quick Tip: Search your company on the MCA portal and look at two fields in its master data: Date of Last AGM and Date of Balance Sheet. If either is more than a year old, you have a backlog, and you now know which year to start with.

Not sure how many forms are pending or what your total will be? Send us your company name on WhatsApp and we'll map it out before you spend a rupee. Prefer email or a call? contact us.

●Waiting for perfect books. While you wait, two forms are adding ₹200 a day.

●Assuming a dormant or zero-turnover company needs no filing. It still does. Inactivity does not cancel the yearly duty.

●Ignoring ROC emails. Many notices sit unread in an old Gmail inbox of a former employee.

●Thinking resignation solves everything. Quitting as director does not automatically erase responsibility for defaults during your tenure.

●Hold your AGM by mid-September, not on the last day.

●Start the audit by July so that signed accounts are ready well before the AGM.

●Put AOC-4 and MGT-7 dates in a shared calendar with a one-week buffer for portal errors and DSC problems.

●Name one person, inside or outside the company, who owns compliance.

For every other date in the year, keep our annual compliance calendar for private limited companies handy.                    

If your FY 2025-26 AOC-4 is not filed yet, every day from 31 October adds ₹100. If older years are open too, they are costing you the most, so start there.

You can file on the MCA portal yourself if your audited accounts are ready. If they aren't, or you're not sure what is pending, than you can connect with one-startup.

At One Startup, we work with small, medium and any businesses across India, in cities and in smaller towns, and we try to explain compliance the way a friend would, in plain words. We begin by checking what is really pending against your company, then tell you the likely cost before any work begins. You hear from us in simple language at each step, and you always know what has been filed and what is next.

We cannot change the late fee, and we will never promise what the ROC will decide. What we can do is help you stop the daily count, clear the backlog in the right order, and set up a calendar so this does not happen again. If you would like a second pair of eyes, you are welcome to get in touch with our team. There is no pressure. Even a ten-minute conversation can show you where you stand. And if WhatsApp is easier for you, message us directly here and we will reply as soon as we can.

Note: This article is general guidance and reflects the rules as of 28 October 2026. Compliance requirements change, so verify the latest position on mca.gov.in or with a CA or CS before acting.

Last updated: November 2026.