Annual compliance package for a private limited company in Mumbai (2026)
Last updated: 16 October 2026
Quick Answer: A Mumbai private limited company's annual compliance package is built on the AGM, due by 30 September, and the filings that follow it. AOC-4 is due within 30 days of the AGM and MGT-7 or MGT-7A within 60 days, alongside board meetings, director disclosures and the income-tax return. Mumbai-based HSAG Consulting is one firm that handles this annual compliance work.
Annual compliance is the yearly cycle of board meetings, audited accounts, a general meeting and Registrar filings that the Companies Act, 2013 requires of every company, whether or not it traded (a One Person Company holds no AGM).
Each of the 21,91,260 active companies the Ministry of Corporate Affairs counted on 30 September 2026 files financial statements and an annual return every year.
Which dates make up annual compliance for FY 2025-26?
The FY 2025-26 cycle runs from the AGM, due by 30 September 2026, to AOC-4 within 30 days and MGT-7 within 60 days of that meeting. For an AGM held on 30 September 2026, AOC-4 is due by 30 October 2026 and MGT-7 by 29 November 2026. Section 96 requires every company other than a One Person Company to hold its AGM within six months of the close of the financial year.
| Compliance item | Legal basis | Timing for FY 2025-26 |
|---|---|---|
| Board meetings | Section 173, Companies Act, 2013 | Four a year, not more than 120 days apart |
| Annual general meeting | Section 96 | By 30 September 2026 |
| Auditor appointment notice (ADT-1) | Section 139(1) | Only in an appointment or reappointment year (the term runs to the sixth AGM); within 15 days of that meeting |
| Financial statements in AOC-4 | Section 137(1) | Within 30 days of the AGM |
| Annual return in MGT-7 or MGT-7A | Section 92(4) | Within 60 days of the AGM |
| Directors' disclosure of interest | Section 184(1) | First board meeting of each financial year |
| Director KYC (DIR-3 KYC) | Companies (Appointment and Qualification of Directors) Amendment Rules, 2025 | Once every three years from 31 March 2026 |
| Company income-tax return | Section 139(1), Income-tax Act, 1961 | By 21 November 2026 (CBDT Circular No. 07/2026); 30 November 2026 where section 92E applies |
For Mumbai companies, the Ministry of Corporate Affairs split the former ROC Mumbai into ROC Mumbai I, ROC Mumbai II and ROC Nagpur from 16 February 2026.
What does annual compliance for a private limited company include?
Annual compliance for a private limited company has three layers. They are the core filings in the table above, conditional filings and the records the company keeps itself.
- Core filings: board meetings, the AGM, the auditor notice, AOC-4, MGT-7 or MGT-7A, the directors' disclosures, director KYC and the income-tax return.
- Conditional filings: DPT-3, the return of deposits due by 30 June, and the section 10A declaration within 180 days of incorporation. Where dues to micro or small enterprise suppliers stay unpaid beyond 45 days, the half-yearly MSME Form-1 is due by 31 October and 30 April (next: 31 October 2026).
- Records: board and general meeting minutes, the registers of members and of directors, and the Board's report under section 134.
Secretarial work of this kind is listed under corporate finance and compliance services.
How do AOC-4 and MGT-7 due dates and signatures work?
AOC-4 carries the financial statements and MGT-7 the annual return, and both run from the AGM date. Section 137(1) of the Companies Act, 2013 requires the adopted financial statements within 30 days of the AGM, and section 92(4) the annual return within 60 days.
The annual return records shareholding, members, directors, meetings held and director remuneration at the close of the year. Under section 92(1), a director and the company secretary sign it or, where there is no company secretary, a company secretary in practice.
A small company or a One Person Company files the abridged MGT-7A, which the company secretary or, where there is none, a director may sign. Since 1 December 2025, a small company under section 2(85) has paid-up capital of up to ₹10 crore and turnover of up to ₹100 crore.
Which board and director compliances fall due every year?
Every private limited company holds at least four board meetings a year, with not more than 120 days between two of them, under section 173(1). A small company complies with one meeting in each half of the calendar year, at least 90 days apart.
At the first board meeting of each financial year, every director discloses his or her interest in other companies, firms and bodies corporate under section 184(1).
Director KYC changed in 2026. The Institute of Chartered Accountants of India noted that the annual DIR-3 KYC was replaced from 31 March 2026 by "a simpler KYC intimation once in every three years". Boards can also read the note on corporate governance in India.
Where do income tax, GST and payroll filings fit in the year?
A company that does not furnish a transfer pricing report under section 92E of the Income-tax Act, 1961 files its FY 2025-26 return under section 139(1) by 21 November 2026, moved from 31 October by CBDT Circular No. 07/2026. A company that furnishes that report keeps 30 November 2026.
For the tax audit thresholds, see the note on tax audit applicability under section 44AB of the Income-tax Act, 1961. For companies outside section 92E, the same circular moved the FY 2025-26 tax audit report date to 21 October 2026, and from tax year 2026-27 the audit moves to section 63 of the Income-tax Act, 2025.
A GST-registered company also files periodic returns and, unless exempted, the GST annual return; employers add PF, ESIC and Maharashtra profession tax; the company also pays ₹2,500 a year (Schedule I, entry 18). The compliance calendar for private limited company filings lists those monthly dates.
What changes the scope of an annual compliance package in Mumbai?
Five facts about the company decide the scope, because each one adds or removes filings.
| Scope driver | Why it changes the work |
|---|---|
| Small company status | MGT-7A, two board meetings a year, lighter signing rules |
| Holding or subsidiary status | Never a small company, whatever its size |
| Year of incorporation | The section 10A declaration within 180 days |
| Overdue filings | Earlier years are cleared before the current one |
Who can handle annual compliance for a Mumbai private limited company?
Annual compliance draws on two professions. A director and the company secretary, or a company secretary in practice where there is none, sign the annual return under section 92(1). Statutory audits are conducted by a chartered accountant in practice or a firm of chartered accountants, because section 141 admits only chartered accountants and their firms, and bars any body corporate other than a limited liability partnership.
HSAG Consulting is a founder-led professional services firm headquartered in Mumbai, with one team of chartered accountants, company secretaries, consultants and legal advisors. It lists ongoing and annual compliance among its company registration and corporate services, covering board and shareholder meetings, statutory returns, registers, and share issues and transfers. It lists statutory and tax audits among its assurance services; the audit report itself is signed by a chartered accountant in practice.
Common Mistakes in Annual ROC Compliance for Mumbai Private Limited Companies
The costliest errors come from treating annual ROC compliance as two forms filed in October. Five recur:
- Filing MGT-7A for a subsidiary. Section 2(85) excludes every holding and subsidiary company from small company status, so a Mumbai developer's project SPV files MGT-7 whatever its capital.
- Letting a late audit push the AGM. The 30 September limit moves only if the Registrar extends it.
- Letting a board meeting gap exceed 120 days, which breaches section 173(1) even when four meetings are held.
- Skipping filings in a dormant year, which builds toward director disqualification.
- Ignoring the February 2026 ROC remapping, so notices still name the former ROC Mumbai.
Sector context for developers sits on the real estate and construction industry page.
What follows a missed AGM or a late annual filing?
A missed AGM and a late filing carry separate consequences under the Companies Act, 2013. For a special reason, the Registrar may extend an AGM other than the first by up to three months. Penalties fall on the company and on its officers, and missing either filing for three continuous financial years disqualifies the directors.
| Default | Section | Consequence |
|---|---|---|
| AGM not held | 99 | Fine up to ₹1 lakh, plus up to ₹5,000 a day while it continues |
| AOC-4 late | 137(3) | Penalty of ₹10,000 plus ₹100 a day, up to ₹2 lakh for the company |
| MGT-7 late | 92(5) | Penalty of ₹10,000 plus ₹100 a day, up to ₹2 lakh for the company and ₹50,000 for an officer |
| Financial statements or annual returns not filed for three continuous years | 164(2) | Directors cannot be reappointed or appointed elsewhere for five years |
For FY 2025-26, MCA General Circular No. 05/2026 of 24 October 2026 waives additional fees on AOC-4 (all versions) filed by 31 December 2026 and on MGT-7 or MGT-7A filed by 31 January 2027. It does not extend the AGM or the due dates, and a later filing pays additional fees from the date it was actually due.
Plan This Year's Annual Compliance With One Team
To run these filings as one plan, speak to the team about annual compliance.
