Every company registered in India files forms with the Registrar of Companies (ROC) through the Ministry of Corporate Affairs (MCA) portal. Each form has a normal filing fee and a due date. File after the due date and the portal adds an additional fee automatically. For some forms the additional fee is a daily charge with no ceiling; for others it is a multiple of the normal fee. This guide explains the structure under current rules, what happens with director KYC and LLP forms, and the consequences beyond money.
Annual forms: AOC-4 and MGT-7
The two main annual filings are Form AOC-4 (financial statements, due within 30 days of the annual general meeting) and Form MGT-7 or MGT-7A (annual return, due within 60 days of the AGM). Under current rules, filing either form late attracts an additional fee of ₹100 per day of delay, per form, with no upper limit. This daily regime applies to the annual financial statement and annual return, and the same ₹100 per day rate applies to the LLP annual forms discussed below.
Practical warning: the ₹100 per day fee has no cap, so the cost grows with every day you wait. A company whose AGM was held on 30 September and which files AOC-4 on 1 December already owes about ₹3,200 in additional fee for that form alone, and MGT-7 adds its own charge from its own due date. Filing even a few weeks earlier makes a material difference.
Event-based forms: multiples of the normal fee
Event-based forms are the ones filed when something happens: appointing or resigning a director (DIR-12), changing the registered office (INC-22), increasing authorised capital (SH-7), filing resolutions (MGT-14), allotting shares (PAS-3), creating or satisfying a charge (CHG-1 and CHG-4) and so on. For these forms the additional fee is a multiple of the normal filing fee, depending on how long the delay has been:
| Delay beyond the due date | Additional fee (under current rules) |
|---|---|
| Up to 30 days | 2 times the normal fee |
| 31 to 60 days | 4 times the normal fee |
| 61 to 90 days | 6 times the normal fee |
| 91 to 180 days | 10 times the normal fee |
| Beyond 180 days | 12 times the normal fee |
The multiple is applied to the whole delay slab, not accumulated across slabs. A form that is 100 days late pays ten times the normal fee as additional fee, plus the normal fee itself. Some forms have special rules: charge forms, for example, have higher multiples and a hard cut-off beyond which the charge can only be registered with the approval of the Central Government. Our ROC additional fee calculator applies the right slab for the form and delay you enter.
DIR-3 KYC: a flat reactivation fee
Every person who holds a Director Identification Number (DIN) must complete KYC each year, under current rules by 30 September. There is no fee if filed on time. If the deadline is missed, the DIN is marked deactivated and reactivation requires filing the KYC with a fee of ₹5,000. The ₹5,000 is a single flat amount, not a daily charge, but a deactivated DIN also stops the director from signing any other form, which can make the company's other filings late in turn.
LLP forms
Limited liability partnerships file Form 11 (annual return, due 30 May) and Form 8 (statement of accounts and solvency, due 30 October). Under current rules the additional fee for LLP forms is also ₹100 per day for small LLPs, with higher rates for other LLPs and for certain forms, and it is capped at a multiple of the normal fee for some categories. Event-based LLP forms such as Form 3 (LLP agreement) and Form 4 (changes in partners) follow a slab structure similar to company forms. Check the current LLP fee rules before assuming the company table applies.
Consequences beyond the fee
- Director disqualification: under section 164(2) of the Companies Act, a director of a company that has not filed financial statements or annual returns for three consecutive financial years becomes disqualified from being appointed or reappointed as a director of any company for five years.
- Strike-off: the Registrar can strike a company off the register under section 248 if it has not carried on business for two preceding financial years and has not applied for dormant status, and non-filing is the usual evidence. A struck-off company's directors face the same disqualification and the bank accounts are frozen.
- Adjudication penalties: separate from the additional fee, the Registrar can impose penalties on the company and every officer in default for failure to file, with a daily component for continuing defaults.
- Status on the public record: the MCA master data shows pending filings, which lenders, customers and investors check during due diligence.
- Blocked downstream filings: the portal will not accept many forms until earlier annual filings are complete, so one missed year can stop a director appointment or a capital increase.
What to do if you are already late
- 1
List every pending form: Pull the company's filing history from MCA master data and list each overdue form with its original due date.
- 2
Estimate the cost: Use the calculator to compute the additional fee for each form at today's date, and again at the earliest realistic filing date, to see the saving from acting quickly.
- 3
Fix the prerequisites: Reactivate any deactivated DIN, update the registered email and phone, and ensure the digital signatures of the signing director and the professional are valid.
- 4
File in the right order: Annual filings generally must go in chronological order, and some event-based forms depend on an earlier form being approved.
- 5
Watch for condonation or scheme windows: The MCA occasionally announces schemes that reduce additional fees for a limited period. If one is open, file within it.
Fastlegal's annual compliance plan files AOC-4, MGT-7, DIR-3 KYC and the LLP forms on a fixed calendar so that additional fees never arise, and can clear a backlog of overdue filings for a company that has fallen behind.
Frequently asked questions
Is there any cap on the ₹100 per day fee for AOC-4 and MGT-7?↓
No. Under current rules the additional fee for the annual financial statement and annual return runs at ₹100 per day for each form with no upper limit. A company that has not filed for three years can owe over ₹1 lakh per form in additional fees alone, before any penalty.
Does the additional fee replace the penalty for late filing?↓
No. The additional fee is the price of filing late and is paid with the form. Separately, the Companies Act prescribes penalties on the company and its officers for the default itself, which the Registrar can impose through adjudication. Paying the additional fee does not prevent adjudication, though it usually reduces the risk of it.
How is the delay counted for an event-based form?↓
From the day after the statutory due date for that form, which is typically 30 days from the event (for example, from the board resolution or the change in registered office), to the date of filing. The number of days determines the multiple of the normal fee that is added.
What is the normal fee that the multiple applies to?↓
The normal filing fee for most company forms depends on the company's authorised share capital, ranging from a few hundred rupees for small companies to higher amounts for companies with large authorised capital. Forms for companies without share capital have a flat fee. The additional fee is calculated as the slab multiple of that normal fee.
This guide is general information under rules current at the date shown, not professional advice for your situation. Rules, due dates and fees change by notification.
Keep reading
DIR-3 KYC Explained: Who Files, Deadline, Documents, Penalty
Everything a director or designated partner needs to know about annual DIN KYC, including what happens when the deadline is missed.
GST Late Fee and Interest Explained: GSTR-3B, GSTR-1, 9, 10
A clear breakdown of the daily late fee, the caps by turnover, when 18% interest applies and the two ways to pay what you owe.
LLP vs Private Limited Company: Which Should You Choose?
The honest comparison between India's two most popular business structures and a plain guide to which one fits your plans.