The additional fee for a late ROC filing is ₹100 a day, per form, and it does not stop. Two missed forms for a year is not a small number, and nothing caps it.
The additional fee for filing an ROC form late is ₹100 per day, per form, with no upper limit. It starts the day after the due date and runs until the form is actually filed. A private limited company that misses both AOC-4 and MGT-7 accrues ₹200 a day, every day, including the days nobody is thinking about it.
Founders consistently underestimate this, because ₹100 sounds like a parking ticket.
The arithmetic
| Delay | One form | Two forms (AOC-4 + MGT-7) |
|---|---|---|
| 30 days | ₹3,000 | ₹6,000 |
| 90 days | ₹9,000 | ₹18,000 |
| 180 days | ₹18,000 | ₹36,000 |
| 365 days | ₹36,500 | ₹73,000 |
| 2 years | ₹73,000 | ₹1,46,000 |
Nothing in that table is a penalty for wrongdoing. It is the fee for being late, and it is entirely avoidable.
The pattern we see most: a company misses one year, the founder decides to "sort it out with next year's filing," and by the time anyone acts, two years of additional fees on two forms have accumulated. The original cause is almost never money. It is that the person who used to handle compliance left, and nobody inherited the calendar.
The two annual forms
AOC-4 files the financial statements — balance sheet, profit and loss, auditor's report, board's report. Due within 30 days of the Annual General Meeting.
MGT-7 (or MGT-7A for small companies and OPCs) is the annual return: shareholding, directors, changes over the year. Due within 60 days of the AGM.
Both dates key off the AGM, not off 31 March. If the AGM slips, the filing dates slip with it, which is where a lot of confusion starts. And a delayed AGM has its own consequences, so moving it is not a way to buy time.
Why "we'll catch up later" is the expensive choice
Three things compound alongside the fee.
Director disqualification. Continuous default on annual filings can disqualify directors, and disqualification does not only affect the defaulting company. A person disqualified through one company carries it into the boards they sit on elsewhere.
Strike-off. The Registrar can strike off a company that appears non-operational on the record. Getting it restored means an application to the Tribunal, professional fees, and months — against filings that would have cost a fraction of it.
Bank and diligence friction. Lenders and investors pull MCA records. A filing history with long gaps invites questions at exactly the moment you want none, and it is not something you can fix in the week before a term sheet.
If you are already late
Work in this order.
- Pull the actual position. Check the MCA master data for your company and list every pending form with its original due date. Do not rely on memory or on what the last consultant said.
- Reconstruct the accounts first. AOC-4 needs audited financials. If books are incomplete, that reconstruction is the real timeline, not the filing itself.
- Hold the AGM if it has not happened. The filing dates run from it, and filing without it is not an option.
- File in sequence, oldest year first. Each year's filing depends on the prior year's numbers being settled.
- Fix the calendar before you finish. Name one person, put the dates in a shared calendar with a month's notice, not a week's.
Step 2 is where timelines actually go. Companies assume the delay is bureaucratic when it is usually bookkeeping — three years of unreconciled bank statements is not a one-week job.
The cheapest version of this problem
A compliance calendar and one accountable name. That is the whole intervention. The companies that end up with ₹1.4 lakh of additional fees are not the ones that hit hard times; they are the ones where the obligation belonged to nobody in particular after someone left.
If you are not sure whether you are current, check the MCA master data for your company today. It takes five minutes, and the answer is either reassuring or the cheapest it will ever be to act on.
Where CapEasy fits
We reconstruct backlogged books, complete overdue ROC filings in the right sequence, and put an annual compliance calendar in place so the next year runs on schedule rather than on memory.
This article is general information, not legal advice. Regulations change and interpretations evolve. Verify against the current Gazette notification or consult a qualified professional before acting.
Frequently asked questions
Is the ₹100 per day charged per form or per company?
Per form. AOC-4 and MGT-7 are separate filings, so a company late on both accrues ₹200 a day in total, not ₹100.
Is there a maximum penalty?
No cap applies to the ₹100-per-day additional fee for these annual filings. It runs from the due date until the form is actually filed, which is what makes long delays disproportionately expensive.
Can the additional fee be waived or reduced?
Treat it as non-negotiable. It is an additional fee tied to delay, not a discretionary penalty, and there is no routine waiver route. Separate adjudication proceedings for the underlying default are a different matter and can carry their own penalties on the company and its officers.
What happens if we simply never file?
The exposure moves beyond money. Prolonged default can lead to adjudication proceedings, director disqualification, and the company being struck off the register. Restoring a struck-off company is slower and costlier than the filings would have been.
We are a dormant company with no operations. Do we still file?
Yes. Annual filing obligations follow incorporation, not activity. A company with no revenue and no transactions still files its annual forms, and the additional fee applies the same way if it does not.
Does paying the additional fee close the matter?
It closes the delay in filing. It does not by itself resolve any separate default the delay created, and it does not undo a disqualification that has already been triggered. File first, then deal with what remains.