Annual Filing for One Person Company

Yes, absolutely mandatory under Sections 92 and 137 of the Companies Act, 2013. Every registered OPC must file annual returns, regardless of its turnover, activity, or status as a dormant entity. Non-filing attracts additional fees of ₹100/day per form and potential penalties up to ₹1 lakh under adjudication proceedings.

No, OPCs are exempted from holding AGM under Section 96 of the Companies Act, 2013. Instead, the sole member passes a written resolution under Section 122(3) to adopt financial statements. This written resolution date is deemed the meeting date for all purposes, including Form MGT-7A filing.

The immediate consequence is an additional fee of ₹100/day for each form (AOC-4 and MGT-7A). Prolonged non-compliance leads to the ROC initiating strike-off proceedings under Section 248, director disqualification under Section 164(2), and imposition of heavy penalties through adjudication under Sections 92(5) and 137(3).

No exemption exists for dormant OPCs. Even with zero transactions, you must prepare nil financial statements, conduct a statutory audit, and file Forms AOC-4 and MGT-7A by the prescribed deadlines. Section 455 provides certain relaxations for dormant companies, but not an exemption from annual filing.

Yes, mandatory under Section 139(1) without exemption based on activity level. Every OPC must appoint an auditor and conduct an annual audit. Even nil transactions require audited financial statements with "nil" entries for Form AOC-4 filing.

Form AOC-4 files audited financial statements with the ROC under Section 137(1). Contains Balance Sheet, Profit & Loss Account, Cash Flow Statement (if applicable), Director's Report. The due date is 180 days from the FY end - September 27 for the March 31 year-end. An additional fee of ₹100/day is for delays.

The sole director must digitally sign using a valid Class-3 DSC. Additionally, practising professionals (CA/CS/CWA) must certify the form under Section 134(4). Both signatures are mandatory for a successful submission on the MCA portal.

No, impossible to file without an audit. Section 137 explicitly requires "duly audited" financial statements. The Auditor's Report, as per Section 143(3), is a mandatory attachment. System validation rejects forms that do not include an uploaded audit report.

Mandatory attachments include: Audited Balance Sheet, Profit & Loss Account, Auditor's Report, Director's Report under Section 134(3), and Notes to Accounts. OPCs with paid-up capital ≥₹5 crore must additionally file in XBRL format.

Under Section 122(4), the sole director adopts the financial statements by entering them in the minutes book, rather than holding a board meeting. Subsequently, the sole member adopts these through a written resolution under Section 122(3) of the Act. This replaces the traditional board approval and AGM adoption process.

AOC-4 reports financial performance (Balance Sheet, P&L, audit details) while MGT-7A reports corporate structure (shareholding, directorship, registered office). Both serve different statutory purposes - financial transparency versus corporate governance disclosure.

No, the MCA system enforces sequential filing. AOC-4 containing financial data must be filed first. MGT-7A requires AOC-4's SRN for cross-reference. Attempting reverse order results in a system error and a filing rejection.

Yes, despite a single director, proper documentation is required. The Director must make an entry in the minutes book under Section 122(4) approving accounts and authorising filing. This entry replaces traditional board meeting resolution but serves the same legal purpose.

Yes, required under Section 139(6). Must be filed within 15 days of the first appointment of the auditor. Intimation to the ROC about the auditor appointment is a statutory requirement. Non-filing violates provisions attracting penalties.

Auditor appointment occurs through a member's written resolution under Section 122(3) instead of at the AGM. The sole member communicates resolution in writing, appointing an auditor for a 5-year term. This written resolution is entered in the minutes book and ADT-1 filed accordingly.

Yes, required under Section 139(6). Must be filed within 15 days of the first appointment of the auditor. Intimation to the ROC about the auditor appointment is a statutory requirement. Non-filing violates provisions attracting penalties.

Auditor appointment occurs through a member's written resolution under Section 122(3) instead of at the AGM. The sole member communicates resolution in writing, appointing an auditor for a 5-year term. This written resolution is entered in the minutes book and ADT-1 filed accordingly.

The first auditor holds office from the date of appointment until the conclusion of the sixth annual return filing (effectively, for a period of 5 years), as per Section 139(2). Since OPC doesn't hold AGM, tenure is counted from annual filing cycles. Reappointment was allowed for an additional 5-year term through a written resolution.

File ADT-1 within 15 days in these cases: first auditor appointment, reappointment after 5-year term completion, casual vacancy filling, or auditor resignation. Not required annually during the auditor's 5-year tenure period.

Immediate filing required with additional fees. An auditor appointment isn't valid in the ROC records without ADT-1. This creates a compliance gap affecting audit validity. File immediately to regularise the appointment and avoid penalties under Section 140(3).

Yes, a Class-3 Digital Signature Certificate is compulsory for all e-filing. Required under the Information Technology Act for authenticating electronic documents. OPC directors must have a valid DSC for signing AOC-4, MGT-7A, and other forms.

Expired DSCs cannot authenticate forms, making filing impossible. Apply for renewal immediately, as the process takes 3-5 days. An expired DSC doesn't excuse filing delays; additional fees continue accumulating during the renewal period.

No, proxy forms are irrelevant for OPCs. Since there's only one member, the proxy concept doesn't apply. Section 122 exempts OPC from all general meeting requirements, including the use of proxies, quorum requirements, and notice requirements. Only a written resolution is needed.

An additional fee of ₹100/day for each form is computed separately. For instance, 30-day delay in AOC-4 = ₹3,000; 20-day delay in MGT-7A = ₹2,000; Total = ₹5,000. No upper limit exists - fees accumulate until filing completion.

Beyond additional fees, ROC can initiate prosecution under Sections 92(5) and 137(3) of the Act. Penalties range from ₹50,000 to ₹ five lakhs for the company and ₹10,000 to ₹1 lakh for directors. Director disqualification under Section 164(2) is also possible.

MCA occasionally announces condonation schemes, such as CFSS-2020, to mitigate additional fees. Regular penalties, as determined through adjudication, can be contested but are rarely waived. The best approach is to comply promptly to avoid penalties altogether.

OPCs incorporated after January 2nd can extend the first financial year up to the following year's March 31 per Section 2(41). This provides a maximum of 18 months for the first FY. Annual filing deadlines apply from this extended FY end.

File separate returns for pre- and post-conversion periods. The OPC period requires AOC-4 and MGT-7A filing. Post-conversion, follow private limited requirements, including Form AOC-4 and MGT-7 (not the simplified 7A), as well as the actual AGM holding.

Yes, pending returns for various years can be filed, but they must follow chronological order. Each year, additional fees are calculated based on the original due dates. The system doesn't allow skipping years - you must clear the oldest pending first.

Instead of AGM notice, OPC uses: (1) Member's Written Resolution under Section 122(3) for adopting accounts and appointing auditor, (2) Director's entry in minutes book under Section 122(4) for board approvals, (3) Minutes book entry recording the written resolution: no notice period or circulation required.

Government fees range from ₹300 to ₹600 per form, while professional services can start from ₹2,500 for basic filings. XBRL, DSC renewal, or penalty filings may incur additional costs.

No. Only private limited companies file MGT-7. OPCs and small companies must file the simplified MGT-7A form.

No, all forms must be e-filed on the MCA V3 portal using a valid DSC and professional certification.

Yes, an audit is mandatory for all OPCs regardless of turnover or business activity.

Each form attracts a ₹100/day delay with no upper limit. Fees are calculated from the due date to the actual date of filing.