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OPC Compliance in India: Complete Annual Checklist, ROC Forms, Due Dates & Penalties

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Running a One Person Company (OPC) offers the perfect blend of solo entrepreneurship and corporate status. However, being the sole owner does not exempt you from the law. To keep your business "Active" and avoid heavy fines, staying on top of OPC compliance is non-negotiable.

This guide breaks down every ROC form, due date, and mandatory filing you need to know for 2026.

What Is OPC Compliance (and Why It Matters)?

OPC compliance means following the legal rules for running your One Person Company after registration. Many people think the work ends once the OPC is formed, but that’s not true. Every year, the government expects your OPC to complete certain legal tasks- like filing forms with the MCA (Ministry of Corporate Affairs), keeping basic records, and reporting financial details. These rules mainly come from the Companies Act, 2013 and MCA notifications.

In short, OPC compliance is like the “annual maintenance” of your company. If you do it on time, your OPC stays active, clean, and legally safe. If you ignore it, problems start- extra fees, legal notices, and even the risk of your company getting closed.

Why you should not ignore OPC compliance

  • Late filing becomes costly:
    If you miss the due date, you have to pay extra late fees. These fees can keep increasing the longer you delay.
  • Your company may get marked as a defaulter:
    If compliance is not done, MCA can show your OPC as non-compliant. This can create trouble when you apply for loans, open accounts, or deal with clients.
  • The company can even get closed:
    If you don’t file for a long time, the government may strike off your OPC, which means it can be removed from official records.
  • Compliance protects your “limited liability” benefit:
    The main benefit of an OPC is that your personal property is usually protected. Staying compliant helps you keep this legal safety.
  • In an OPC, the responsibility is fully yours:
    Since you are the only owner and usually the only director, the full responsibility of filing and maintaining compliance is on you, not on anyone else.

Annual ROC Compliance Checklist for OPC (Must-Do Every Year)

Here you will learn the mandatory ROC compliance tasks for an OPC that must be completed every year. It covers the key ROC forms, due dates, and record-keeping rules you should follow to avoid late fees, penalties, and compliance issues.

1. Financial Statements Filing - Form AOC-4

This is the most critical filing. You must submit your audited financial records to the ROC.

  • What to file: Balance Sheet, P&L Account, Auditor’s Report, and the Director’s Report.
  • Due Date: Within 180 days of the end of the Financial Year (usually by September 27th).

2. Annual Return - Form MGT-7A

Since an OPC is a "small" entity, it uses an abridged version of the annual return.

  • What it captures: Details of the registered office, shares, and directors.
  • Due Date: Within 60 days from the date the Annual General Meeting (AGM) would have been held. For OPCs, this typically lands around November 28th.

3. Board Minutes & Statutory Records

Even if you are the only director, you must maintain a "Minutes Book."

  • Single Director Rule: You do not need a formal meeting, but you must record every resolution in the minutes book and sign it.
  • Requirement: At least one Board Meeting must be held in each half of the calendar year (minimum 90 days apart).

4. Director KYC - Form DIR-3 KYC

Every person who holds a Director Identification Number (DIN) must update their KYC annually.

  • Due Date: Usually September 30th every year.
  • Penalty: Missing this deadline leads to a deactivated DIN and a ₹5,000 fine.

5. Deposit/Loan Reporting - Form DPT-3

If your OPC has taken any loans or "amounts not considered deposits," you must report them.

  • Due Date: On or before June 30th (reflecting data as of March 31st).

6. MSME Half-Yearly Return - MSME Form I

This applies only if your OPC owes money to Micro or Small enterprises for more than 45 days.

  • Due Dates:
    • April 30th (for the Oct–Mar period)
    • October 31st (for the Apr–Sep period)

Fees, Additional Fees, and Penalties

When you file OPC forms on the MCA portal, you pay a normal filing fee. This fee is usually not very high and is based on things like your authorised share capital and the type of form you are filing (AOC-4, MGT-7A, etc.).

But the real problem starts when you miss the due date.

1) Normal filing fee (basic fee)

This is the regular government fee you pay when you file on time.
It is usually a small amount for most OPCs.

2) Additional fee (late fee) if you miss the deadline

If you file late, MCA adds an extra late fee on top of the normal fee.

  • In many ROC forms, this late fee is charged per day of delay.
  • A common rate used is ₹100 per day per form.
  • This means if two forms are pending, late fees can apply to both separately.

Example:
If you file Form AOC-4 20 days late, the extra fee may become 20 × ₹100 = ₹2,000 (plus normal fee).
If MGT-7A is also late by 20 days, then it may be another ₹2,000.
So the total delay cost can grow quickly.

Late fee is the first hit. But if a company keeps ignoring filings, MCA can take stricter action such as:

  • sending notices
  • marking the company as non-compliant
  • imposing penalties under the Companies Act in serious cases

4) Director disqualification risk (for continuous default)

If filings are not done for a long period, the director can face disqualification.
This can create major problems because:

  • The director may be blocked from becoming a director in other companies.
  • The director may face restrictions on starting or managing new companies for a period (commonly mentioned as up to 5 years in severe default situations)

Key Takeaway: File ROC forms on time. Even a small delay can become expensive, and repeated non-filing can create long-term business trouble.

Common Mistakes In OPC Compliance  (and how to avoid them)

This section covers the most common OPC compliance mistakes founders make while filing annual returns and maintaining records.
It explains what people usually miss- like audit, minutes book, DIN KYC, loan reporting, and MSME disclosures.

  • Thinking "No Meeting" means "No Paperwork": Just because you do not hold a big meeting (AGM) does not mean you can skip filing. You still have to submit an Annual Return (MGT-7A) to the government every year.
  • Skipping the Auditor: You cannot do your own filing. Every OPC must have its accounts checked and signed by a Chartered Accountant (CA). Without their report, your filing (AOC-4) is incomplete.
  • Not Keeping a "Minutes Book": Even if you make decisions alone, you must write them down and sign them. This "paper trail" is legally required. If it is not in the Minutes Book, the government does not count it as a real company decision.
  • Forgetting Director KYC: This is a personal check-up for your Director ID (DIN). If you miss the September 30th deadline, you have to pay a ₹5,000 fine just to fix it.
  • Hiding Loans: If the company borrows money from anyone, it must be reported in Form DPT-3 by June. Many founders forget this and treat the company’s money like their personal pocket.
  • Ignoring Supplier Deadlines: If you owe money to a small business (MSME) for more than 45 days, you must report it twice a year. Ignoring this is a common compliance slip-up.

 For avoiding them to:

  • Update your accounts/books every month.
  • Get the audit done early (don’t wait till the last date).
  • Maintain a Minutes Book and record every decision, even if you are the only director.
  • Make a yearly compliance calendar with key due dates:
    • DPT-3: 30 June
    • DIR-3 KYC: 30 September
    • AOC-4: Within 180 days of FY end
    • MGT-7A: After AOC-4 (within the allowed period)
  • Track loans separately to avoid missing DPT-3 reporting.
  • Track MSME vendor payments separately to avoid missing MSME reporting.
  • This routine keeps your OPC Active and helps you avoid late fees and penalties.

Conclusion

OPC compliance in India is simple, but deadlines are strict. If you want your One Person Company to stay active on the MCA portal, keep its corporate status, and avoid unnecessary late fees, the best approach is to follow a clear yearly routine. For 2026, focus on the core ROC filings, DPT-3 (30 June), AOC-4 (within 180 days of FY end), and MGT-7A (within 60 days from the date AGM would have been held), and do not forget regular record-keeping like minutes/resolutions and DIR-3 KYC. If you deal with MSME vendors, track payments carefully so you don’t miss MSME Form I due dates.

The highest cost in OPC compliance is usually not the normal filing fee; it is the delay. Even a few weeks late can add up quickly because late fees may apply per day, per form. So, keep your books ready early, get your audit done on time, and file forms before the deadline. That’s the easiest way to run an OPC smoothly, stay legally safe, and avoid penalties year after year.

Frequently Asked Questions

Q1. Is an AGM required for an OPC?

No. Section 96 of the Companies Act exempts one-person companies from holding an Annual General Meeting.

Q2. What is the due date for AOC-4 in an OPC?

The due date is 180 days from the close of the financial year. For the standard FY ending March 31st, the deadline is September 27th.

Q3. When is MSME Form I required?

It is required twice a year (April 30 and Oct 31) only if you have outstanding payments to MSME vendors exceeding 45 days.

Q4. What is tax compliance for an OPC?

Beyond ROC filings, an OPC must file Income Tax Returns (ITR-6) by September 30th or October 31st (if tax audit applies) and comply with GST/TDS rules if applicable.

About the Author
Adv. Jyoti Dwivedi Tripathi
Adv. Jyoti Dwivedi Tripathi Writer | Researcher View More

Jyoti Dwivedi Tripathi, Advocate, completed her L.L.B from Chhatrapati Shahu Ji Maharaj University, Kanpur, and her LL.M from Rama University, Uttar Pradesh. She registered with the Bar Council of India in 2015 and specialised in IPR as well as civil, criminal, and corporate law. Jyoti writes research papers, contributes chapters to pro bono publications, and pens articles and blogs to break down complex legal topics. Her goal through writing is to make the law clear, accessible, and meaningful for all.

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