Easy Steps of Filing ROC Return with E-Forms (New Guide)

What is ROC Filing?

Every company is required to file the Audited financial statement and annual return as per The Companies Act, 2013 within 30 days and 60 days respectively from the conclusion of the Annual General Meeting date. Filing of an Audited financial statement is governed under Sections 129 and 137 of The Companies Act, 2013 read with Rule 12 of the Company (Accounts) Rules, 2014 and annual return is governed under Section 92 of the Companies Act, 2013 read with Rule 11 of the Companies (Management and Administration) Rules, 2014.

The procedure of ROC filing the annual return and Audited financial statement can be easily understood by the following process:

1. Hold a Board Meeting to

• Authorize the auditor for the preparation of financial statements as per Schedule III of the Companies Act, 2013.
• Authorize the Director or Company Secretary for preparation of Board Report and Annual Return as per the Companies Act, 2013.

2. Hold another Board Meeting for approving the draft financial statements, Board Report, and Annual Return by the directors of the company.

3. Conduct the Annual General Meeting of the Company and pass the necessary resolutions. Please note that the financial statements are considered final only when the same is approved by the shareholders at the General Meeting.

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Why ROC Filing is Important?

Compliance with the Law: Meeting the ROC filing obligations is essential for businesses to uphold their legal status. Not meeting the deadlines for submitting required documents can result in penalties, fines, or even the dissolution of the company. Adhering to these rules demonstrates a company’s dedication to transparent and accountable business operations.

Equitable Financial Reporting: ROC filing encompasses submitting financial statements like balance sheets, profit and loss accounts, and cash flow statements. These reports offer stakeholders such as investors, creditors, and government bodies an exact overview of the company’s financial performance. Clear financial reporting boosts investor trust and bolsters the company’s standing.

Blocking Legal Effects: Meeting ROC filing requirements shields companies from legal consequences stemming from non-compliance, safeguarding them against potential legal actions and fostering a seamless operational environment.

Availability of Business Financing and Loans: Before extending loans or funding, financial institutions and investors frequently seek access to a company’s financial statements and compliance records. ROC filing allows businesses to demonstrate their financial stability and creditworthiness, thereby enhancing their prospects of securing loans and drawing investments.

Developing Trustworthiness: Consistently submitting financial statements to the ROC exhibits a company’s credibility and dependability. This, in effect, can entice potential clients, customers, and partners, nurturing business growth and facilitating expansion.

Documents Required for ROC Annual Filing

Every company has to attach some documents important while filing the ROC and including:

• Balance-Sheet: Form AOC-4 is to be filed by all companies while ROC filing
• Profit & Loss Account: Form AOC-4 is to be filed while ROC filing by all companies
• Annual Return: MGT 7 and MGT 7A to be filed by companies
• Cost Audit Report:  Form CRA 4 to be filed by the companies

ROC Filing Due Date for Company

On the type and size of the company, the last dates for ROC filing vary. For example-

• Private Limited Companies: Limited companies should file their annual returns and financial statements within 30 days of the Annual General Meeting (AGM).
• Public Limited Companies: Public limited companies have a 60-day window from the AGM to file their annual returns and financial statements.
• One-Person Companies (OPCs): One-Person Companies OPCs should file their annual returns and financial statements within 60 days from the AGM.
• Small Companies: Small companies have 90 days from the AGM to finish their ROC filing.

E-Forms are Required to be Filed with ROC

Name of E-form	Purpose of E-form	Attachments	Due date of filing	Applicability on Company
Form ADT-1	Appointment of Auditor	Appointment Letter, Confirmation Letter from Company	Private Companies, Public Limited Companies, One Person Company	15 days from the date of the AGM.
Form AOC-4 and Form AOC-4 CFS (in case of Consolidated financial statements)	Filing of Annual Accounts	Board Report along with annexures: MGT-9, AOC-2, CSR Report, Corporate Governance Report, Secretarial Audit Report, etc.. as per the nature of Company and financial statements	60 days from the date of the AGM.	Companies prescribed as per The Companies (Cost Records and Audit Rules), 2014 amended from time to time.
Form AOC-4 (XBRL)	Filing of Annual Accounts in XBRL mode	XML document of financials of the Company	30 days from the date of the AGM	Listed companies in India and their Indian subsidiaries (or) a public company With paid-up capital >= 5 crores (or) With turnover>=100 crores
Form MGT-7/MGT-7A	Filing of Annual Return	List of shareholders, debenture holders, Share Transfer, MGT-8	30 days from the receipt of the Cost Audit Report	Private Companies, Public Limited Companies, Listed Companies, One Person Company
Form CRA-4	Filing of Cost Audit Report	XML document of Cost Audit report	30 days from the date of the concerned Board Meeting	Private Company, Public Limited Companies, Listed Companies, One Person Company
Form MGT-14	Filing of resolutions with MCA regarding approval of Board Report and Annual Accounts	A certified true copy of the resolution.	30 days from the date of concerned Board Meeting	Public Companies and Listed Companies (Exempted for private companies)

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ROC E-filing Process on MCA (www.mca.gov.in)

1. Download the forms as per the above table (i.e. AOC-4 and MGT-7) from the MCA website under :

• MCA services menu ⏩ Company E-filing ⏩ Company Forms Download.

2. Fill out the appropriate E-forms applicable to your company and attach the pdf or XML documents as per the requirement of the form ⏩ Press Check form ⏩ Attach the Digital Signature of the Director and Practicing professional (if applicable; exempted for OPC and small companies) ⏩ Now do pre-scrutiny.

3. Get yourself registered on the MCA portal as a Business User or registered user. After getting registered on the portal, log in with your ID and password.

4. After login go to upload E-forms ⏩ Browse the filled and signed form from your system’s location.

5. After uploading the form, the system will automatically generate a Service Request Number(SRN) and the option to go to the payment window.

You have two options:

• Pay Later and save the challan generated and pay within the due time
• Pay using internet banking or debit/credit card facility simultaneously and save the payment challan for future reference.

6. After doing this complete process, you can track the transaction status of your form through SRN under the MCA services menu. What you need to do is just put the SRN generated in the challan and you will be able to know whether your form is approved or pending approval.

ROC Filing Method

The procedure of ROC filing concerns distinct essential steps:

• Compiling Records: Companies are obligated to gather all pertinent documents, including financial statements, balance sheets, profit and loss accounts, and compliance records.
• Verifying and establishing Up Accounts: The financial records need meticulous examination and validation to guarantee precision and adherence to accounting regulations.
• Filing Particular Forms: Businesses are required to complete particular forms assigned by the Registrar of Companies, which encompass details regarding the company’s activities, financials, and adherence status.
• Upload Required Documents: The completed forms and financial documents should be uploaded on the portal of MCA (Ministry of Corporate Affairs).
• Fee Payment: Companies need to pay the set filing fees including document submission.
• Verification and Certification: A practicing professional such as a Chartered Accountant or Company Secretary verifies and certifies the submitted documents.
• Submit to ROC/MCA: Via the MCA portal the verified and certified documents get submitted.

Difficulties with ROC Filing

Even though ROC filing holds immense importance, companies frequently face several challenges, including:

• Being Aware of Complexity: The intricate legal and financial terminology often confuses business proprietors, resulting in filing mistakes.
• Missing Due Date: Internal mismanagement or unawareness can cause companies to overlook filing deadlines.
• Error in Data: Presenting inaccurate information in filings can invite legal consequences and damage the company’s image.
• Penalties linked with Non-Compliance: Disregarding ROC filing regulations can lead to substantial penalties, impacting the company’s financial stability.

General Points to be Kept in Mind While Doing the Annual ROC Filing

• The notice of the Board Meeting should be sent to all the directors before 7 days and acknowledgement for the same should be taken.
• As per Section 134 of the Companies Act, 2013 the financial statement, including consolidated financial statement, if any, shall be signed on behalf of the Board at least by the chairperson of the company where he is authorized by the Board or by two directors out of which one shall be the managing director and the Chief Executive Officer if he is a director in the company, the Chief Financial Officer and the company secretary of the company, wherever they are appointed, or in the case of a One Person Company, only by one director.
• As per Section 101 of the Companies Act, 2013, a clear 21 days notice for the general meeting shall be given to all the members, legal representatives of any deceased person, auditor, and every director of the company by physical or electronic mode. The notice should also contain the location map of the venue of the general meeting as per Secretarial Standards and should be placed on the website if any.
• The company shall prepare its books of accounts and keep them at its registered office. If the company chooses to place at any other place, then the company will have to file AOC-5 by passing a board resolution.
• While uploading the forms, care should be taken that the form is the latest version as provided on the MCA.

Conclusion: From the above, we can conclude that all the Companies registered under the Act will have to file their Audited financial statement and annual return as per the provisions of the Companies Act, 2013 through the MCA portal within the prescribed time period.

ROC Filing FAQs

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