Are ROC and MCA compliance the same or different?

Key takeaways

• ROC and MCA compliance keeps your company or LLP legally active under the Companies Act 2013, filings are made on the MCA V3 portal and processed by the ROC.
• Core annual forms for companies include AOC 4 for financial statements, MGT 7 or MGT 7A for the annual return, DIR 3 KYC for directors, plus DPT 3 and MSME 1 where applicable.
• Event based filings like DIR 12, PAS 3, SH 7, INC 22, and CHG forms carry tight timelines, usually thirty days from the event.
• LLPs file LLP 8 and LLP 11 on a different calendar, even if inactive, unless formally closed.
• Late fees often accrue at one hundred per day per form, prolonged default risks director disqualification or strike off, lenders and investors review your MCA profile.
• Keep a digital vault of resolutions, minutes, registers, auditor papers, and SRNs, cross check details before upload on MCA V3.
• AI enabled virtual accounting like AI Accountant pairs a CA team with a dashboard, delivering a compliance calendar, document repository, and MCA filing support.

Introduction: Why ROC and MCA compliance matters

ROC and MCA compliance is the backbone of staying active and lawful under the Companies Act 2013. The Ministry of Corporate Affairs sets policy and runs the MCA V3 portal, the Registrar of Companies receives filings and records them on the public register. From day one, you face annual and event based filings, think AOC 4 for financial statements, MGT 7 or MGT 7A for the annual return, and DIR 3 KYC for directors. Missing these can be costly and risky. For an overview of compliance reporting, see this explainer from AI Accountant, compliance reporting services.

Late filings snowball, one hundred per day per form in many cases. Long gaps risk DIN deactivation, director disqualification, or strike off, and investors and banks do look at your MCA profile.

For additional checklists, see references from Startup Sahay, CAclubindia, MAS LLP, and Startup Search.

ROC vs MCA: what is the difference

The Ministry of Corporate Affairs sets policy, updates rules, and operates the MCA V3 portal for e filings. The Registrar of Companies is the authority that receives your submissions, checks them, and records them. In practice, people say ROC compliance or MCA compliance and mean the same thing, all forms flow through the MCA V3 system and then to your state ROC. See more on the practical process at CAclubindia and Startup Sahay.

Applicability: who needs ROC and MCA compliance

• Private Limited companies need annual and event based filings.
• One Person Companies file annually with some relaxed norms.
• Small Companies enjoy simpler annual returns and some exemptions, often using MGT 7A.
• LLPs have their own annual forms and deadlines.

A Small Company is a Private Limited that is not a holding or subsidiary, has paid up share capital under ten crore, and turnover under one hundred crore. If unsure of your class, search your company on the MCA portal and review master data and filings. Early stage startups without a secretarial team are most at risk of missing dates. Primer links, MAS LLP and CAclubindia.

Annual ROC and MCA compliance checklist for companies

Auditor appointment

• Form ADT 1, due within fifteen days of the AGM, to report auditor appointment or reappointment, late fee can go up significantly. Source, Startup Sahay.

Financial statements filing

• Form AOC 4 or AOC 4 XBRL where applicable, due within thirty days of the AGM, attach audited financials and Board Report, late fee one hundred per day per form. Source, Startup Sahay.

Annual return filing

• Form MGT 7 for regular companies, MGT 7A for Small Companies and OPC, due within sixty days of the AGM, late fee one hundred per day per form. Source, Startup Sahay.

Director KYC

• DIR 3 KYC or DIR 3 KYC Web, due by thirty September each year, late fee five thousand flat. Source, Startup Sahay.

Return of deposits and loans

• Form DPT 3 for outstanding amounts not treated as deposits, due by thirty June each year, non compliance can attract heavy penalties. Source, Startup Sahay.

MSME dues reporting

• MSME 1 for dues to micro and small vendors beyond forty five days, due by thirty April and thirty one October for the respective half year, penalties can apply. Source, Startup Sahay.

Board meetings and registers

• Hold at least four board meetings in a year for most companies, maintain minutes and statutory registers, collect MBP 1 and DIR 8. Source, Startup Sahay.

Significant beneficial ownership

• Form BEN 2 within thirty days of receiving BEN 1 from the SBO. Source, Startup Sahay.

Remember, due dates link to your AGM. If ROC grants an AGM extension, AOC 4 and MGT 7 or MGT 7A shift accordingly. Additional reading at CAclubindia.

Event based ROC and MCA compliance for companies

• Change in directors or KMP, DIR 12 within thirty days. Source, Startup Station.
• Change of registered office, INC 22 for address changes. Source, Startup Sahay.
• Increase in authorised share capital, SH 7. Source, Startup Station.
• Allotment of shares, PAS 3 within thirty days, check if MGT 14 is needed for resolutions. Source, Startup Station.
• Charges, CHG 1 for creation or modification, CHG 4 for satisfaction, generally thirty days with additional fees if delayed. Source, Startup Station.
• Change of name or objects, ESOP, buyback, reduction, strike off, forms like INC 24 or STK 2 as applicable. Sources, CAclubindia and MAS LLP.
• Commencement of business, INC 20A for companies incorporated after 2019, due within one hundred eighty days and post receipt of share capital. Sources, CAclubindia and MAS LLP.

Set alerts, event based filings are where most startups slip. Process overview, business compliance outsourcing.

LLP ROC and MCA compliance essentials

• Annual return of LLP, LLP 11, due within forty five days from thirty one March.
• Statement of accounts and solvency, LLP 8, due within thirty days from the end of six months of the financial year.
• Changes in partners or agreement, file respective LLP forms on MCA V3 for admission, cessation, and LLP Agreement changes.
• DIR 3 KYC for partners holding a DIN, as applicable.

Even a dormant LLP must file LLP 8 and LLP 11 unless closed. Reference, Startup Sahay and MAS LLP.

Documents and prerequisites for MCA V3 filings

• Digital signatures, Class 3 DSCs for authorised signatories and DIN for each director.
• Entity documents, certificate of incorporation, PAN, TAN, MoA and AoA for companies or LLP Agreement for LLPs.
• Identity and address, PAN, Aadhaar, updated email and phone for directors and partners.
• Financial statements, audited financials, Board Report, XBRL where applicable.
• Meetings and registers, notices, minutes, MBP 1, DIR 8, statutory registers.
• Event papers, resolutions, bank proofs for subscription money, charge documents for CHG forms.
• MSME and deposit data, vendor classification and ageing for MSME 1, loan and advance ledgers for DPT 3.
• MCA V3 artefacts, SRNs, challans, acknowledgments after each filing.

Keep names, dates, and DINs consistent across all forms and attachments, mismatches trigger resubmissions. Checklist source, Startup Sahay.

Penalties, consequences, and practical risk

Many MCA forms carry late fees of one hundred per day per form until filed, no cap. A six month delay on AOC 4 alone can mean roughly eighteen thousand in late fee before normal fees. Continuous default for three years can trigger director disqualification under section 164, DINs get deactivated if DIR 3 KYC is not filed by thirty September, and persistent default risks strike off under section 248. Banks, investors, and large customers routinely check your MCA filings.

When in doubt, regularise first, file overdue annual and event forms, then seek condonation or compounding if a specific order is required.

Guides, CAclubindia and Startup Sahay.

Best practices to simplify ROC and MCA compliance

• Build a compliance calendar, fix your AGM month, work backwards for audit, Board Report, and filings.
• Keep digital minutes and registers, update after every event, keep them review ready.
• Appoint or confirm your auditor early, align by June or July to avoid last minute rush.
• Map MSME vendors, tag them in your books, track the forty five day ageing for MSME 1.
• Set event triggers, for any board action, define the form and due date upfront.
• Centralise documents and SRNs, maintain a shared vault and an SRN tracker with status.
• Use simple tools, AI Accountant AI Accountant for CA led managed accounting with a compliance calendar, document vault, and CA chat, plus your preferred accounting system for ledgers and audit support.
• Quarterly health check, review DIR 3 KYC status, MSME dues, and event forms, fix gaps before quarter end.

These habits reduce errors and make MCA V3 filings routine, not a scramble. Further reading, Startup Sahay and CAclubindia.

How AI Accountant virtual accounting manages ROC and MCA compliance

AI Accountant’s Virtual Accounting blends an expert CA team with a simple dashboard, keeping ROC and MCA compliance on track for Small Companies.

What the CA team handles for Small Companies

• Annual ROC filings, AOC 4 or AOC 4 XBRL, MGT 7A or MGT 7, and DIR 3 KYC support.
• Event based filings, DIR 12 for director changes, PAS 3 for share allotments, SH 7 for capital changes, INC 22 for registered office shifts.
• Other routine filings, DPT 3 for deposits and loans, MSME 1 for vendor dues beyond forty five days, DIN applications for new directors.
• Governance support, board meeting planning, notices and minutes, AGM prep and post meeting filings, statutory register updates, Board Report drafts.

What the dashboard shows

• A compliance calendar with due dates.
• Filing status with SRNs and challans.
• A document repository for minutes and resolutions.
• A chat line with the CA team for quick questions.

How the workflow runs

• Onboarding and a compliance health check to spot gaps.
• Calendar setup and document collection through the dashboard.
• Drafts prepared by the CA team and reviewed with you.
• Filings on MCA V3 with SRN tracking, and periodic reviews.

Scope and limits

• Non attest service, secretarial audit and certifications are not included.
• Focused on Small Companies and routine events.

You get visibility, fewer email chains, and a team that does the heavy lifting. Explore, AI Accountant.

Quick reference: ROC and MCA compliance calendar

Annual dates

• DIR 3 KYC for directors, due by thirty September.
• DPT 3 for deposits and loans, due by thirty June.
• MSME 1 for vendor dues, due by thirty April and thirty one October.

Post AGM dates for companies

• ADT 1 for auditor appointment, due within fifteen days of the AGM.
• AOC 4 or AOC 4 XBRL, due within thirty days of the AGM.
• MGT 7 or MGT 7A, due within sixty days of the AGM.

LLP dates

• LLP 8 statement of accounts and solvency, due within thirty days from six months after year end.
• LLP 11 annual return, due within forty five days from thirty one March.

Event based dates

• DIR 12 for director changes, thirty days from the event.
• PAS 3 for share allotment, thirty days from allotment.
• SH 7 for authorised capital changes, as per form instructions.
• CHG 1 and CHG 4 for charges, usually thirty days from the event.

Reference dates, Startup Sahay and MAS LLP.

Important caveats on ROC and MCA compliance

This is general information based on common rules under the Companies Act 2013 and the LLP Act. Always check the latest MCA notifications and circulars, entity specific facts change the forms you need, for example, XBRL scope or exemptions can vary. AI Accountant’s ROC and MCA support focuses on Small Companies, it is non attest and not a secretarial audit. See overview notes at CAclubindia.

Call to action: get your ROC and MCA compliance under control

Download the checklist and calendar, or book a demo of AI Accountant to see how a CA led Virtual Accounting model keeps your filings on time with clear status and documents. Start here, AI Accountant.

Sources

• Startup Sahay ROC compliance for company.
• CAclubindia ROC compliance for startups and private companies.
• MAS LLP periodic routine compliances of a company.
• Startup Search ROC compliances.
• Startup Station MCA compliance.

Direct links

• Startup Sahay
• CAclubindia article
• MAS LLP guide
• Startup Search
• Startup Station

FAQs

Are ROC compliance and MCA compliance the same

Yes, filings are made on the MCA V3 portal and processed by the ROC, so practitioners often use both terms interchangeably for the same set of duties.

What is the difference between AOC 4 and MGT 7 or MGT 7A

AOC 4 carries your audited financial statements and the Board Report, while MGT 7 or MGT 7A captures shareholding, governance, and key company data. MGT 7A is the shorter annual return for Small Companies and OPC.

We had nil revenue this year, do we still need annual ROC filings

Yes, companies must still hold the AGM unless exempt and file AOC 4 and MGT 7 or MGT 7A. Dormant activity does not remove the basic filing obligation.

How do we know if we can use MGT 7A instead of MGT 7

If you qualify as a Small Company, not a holding or subsidiary and within capital and turnover thresholds, you can file MGT 7A. Verify your status on the MCA master data and consult your CA before filing.

Is there any waiver on late fees if we miss a due date

The standard late fee is one hundred per day for many forms with no cap, waivers are rare and usually need a specific MCA circular. Plan to file on time or regularise quickly to contain exposure.

What happens if DIR 3 KYC is missed and the DIN is deactivated

The DIN gets marked as deactivated due to non filing, and the system will levy a five thousand fee when you file DIR 3 KYC to reactivate it. File the KYC promptly to restore DIN status before attempting other submissions.

How are LLP filings different from company filings

LLPs file LLP 8 and LLP 11 on different due dates, company forms like AOC 4 and MGT 7 do not apply. Even if inactive, an LLP must file unless closed via the prescribed process.

Which events most commonly trigger MCA filings for startups

Director appointments or resignations require DIR 12, share allotments require PAS 3, authorised capital increases require SH 7, address changes require INC 22, and creation or modification of charges requires CHG 1. These timelines are short, usually thirty days, so set alerts.

We plan to allot shares to investors, what are the typical ROC steps

Convene the board, approve the offer and issue, collect money into the bank, allot shares, file PAS 3 within thirty days, and update the register of members. Depending on your structure, board or shareholder resolutions may require MGT 14, coordinate with your CA early.

Can AI Accountant help us clean up past non compliance and then maintain ongoing filings

Yes, AI Accountant’s CA team runs a compliance health check, prepares a catch up plan to regularise overdue AOC 4, MGT 7 or MGT 7A, DIR 3 KYC, DPT 3, and MSME 1, then sets up a calendar and dashboard based workflow for timely filings going forward.

Does AI Accountant cover event based filings along with annual filings

For Small Companies, the service typically covers DIR 12, PAS 3, SH 7, and INC 22, along with annual AOC 4 or AOC 4 XBRL, MGT 7 or MGT 7A, DIR 3 KYC, DPT 3, and MSME 1. Specialist certifications or secretarial audits are outside scope.

How does the AI Accountant dashboard help a finance head stay audit ready

The dashboard maintains a compliance calendar, SRN and challan repository, and a document vault for minutes and resolutions, giving instant visibility across filings and making statutory audit and investor diligence smoother.

We face MCA V3 validation errors often, how can we reduce resubmissions

Standardise names, DINs, and dates across all attachments, use the latest form versions, validate DSCs, and maintain a pre filing checklist. A CA managed workflow, like AI Accountant’s, typically includes internal validation and peer review to cut resubmissions.

When is XBRL applicable for AOC 4 and how do we prepare

XBRL applies to certain classes of companies based on paid up capital, turnover, and listing criteria. If in scope, ensure your financials and notes are mapped to the updated taxonomy, coordinate early with your CA and XBRL vendor to avoid last minute tagging issues.

What practical risks do founders face if filings are delayed for multiple years

Late fees accumulate without a cap for many forms, directors can be disqualified under section 164 with restrictions across companies, DINs can be deactivated for missed KYC, and the company risks strike off under section 248, which complicates banking, fund raise, and tenders.

Can a CA firm sign and submit on our behalf, or does a director always need to sign

Many forms require the company’s authorised signatory to sign with a DSC and, in some cases, professional certification by a CA or CS as applicable. Your CA can prepare, certify where needed, and coordinate the submission, but company signatories still execute filings.

We are closing operations, should we apply for strike off or keep the entity dormant

Strike off via STK 2 ends future compliance costs but has prerequisites and liabilities to settle, dormancy means ongoing filings like AOC 4 and MGT 7 or MGT 7A continue even with no revenue. Evaluate costs, liabilities, and future plans with your CA before deciding.

Do we need to file MSME 1 if we pay all vendors within forty five days

No, MSME 1 captures outstanding dues to eligible MSME vendors beyond forty five days from the date of acceptance. You should still map MSME vendors and monitor ageing, so you can evidence timely payments if queried.

How should a founder plan the AGM timeline to avoid penalties

Fix the AGM month early, lock audit completion and Board Report dates, prepare draft AOC 4 and MGT 7 or MGT 7A in advance, and have the auditor and board aligned. A calendar driven workflow, like AI Accountant’s, helps prevent slippage.

What is the best way to store ROC artefacts for future diligence

Maintain a central digital vault with versioned minutes, signed resolutions, registers, and all SRNs and challans, indexed by financial year and form type. AI Accountant’s repository approach is a practical model to follow for audit and investor readiness.