Tax & Compliance·6 min read
Annual Return (MGT-7 & AOC-4) Filing Guide
File AOC-4 and MGT-7 on time every year—even at zero revenue—or directors face disqualification and due diligence red flags.
December 08, 2023
What you'll take away
- First AGM within 9 months of financial year end (31 March for most).
- AOC-4 within 30 days of AGM attaches audited financials.
- MGT-7/7A within 60 days of AGM captures shareholding and meetings.
- Pelago retainer covers AGM, boards, and ROC filings end-to-end.
Why zero-revenue companies still file
Pvt Ltd under Companies Act 2013 must file annual financial statements and annual return irrespective of turnover. 'We did no business' is not an exemption—it's a NIL filing.
Investors and acquirers pull MCA master data—gaps kill deals.
AOC-4: financial statements
Board approves financials; auditors sign report (mandatory audit for Pvt Ltd). File AOC-4 within 30 days of AGM attaching balance sheet, P&L, auditor report, and director report.
XBRL filing applies above turnover thresholds—verify each year.
Founder tip: Close books by May for March year-end—rushing September AGM invites errors.
MGT-7 / MGT-7A: annual return
Discloses shareholding, debentures, directors, and AGM date. Due within 60 days of AGM.
Small companies and OPC may use MGT-7A—confirm eligibility annually.
Adjacent annual obligations
- DIR-3 KYC for all directors by 30 September.
- DPT-3 for outstanding loans/deposits (even if NIL).
- Income tax return and tax audit if turnover crosses limits.
- GST annual return GSTR-9 if registered.
Penalties and remediation
Additional fees escalate with delay; persistent default leads to company strike-off and director disqualification for 5 years.
Pelago's annual compliance retainer schedules AGM, prepares board minutes, and files AOC-4/MGT-7 so founders focus on revenue—not MCA portals.