Compliance
Annual Compliance Calendar for a Private Limited Company in Kerala
A private limited company has a fixed set of filings and meetings every year under the Companies Act, 2013, besides its tax and labour compliance. Most penalties that companies in Kerala face from the Registrar of Companies, Ernakulam arise not from complex issues but from routine filings that were simply missed.
This calendar sets out the main recurring compliance for a private limited company with a financial year ending on 31 March.
Company law: annual events
| Compliance | Time limit | Form |
|---|---|---|
| Board meeting to approve financial statements | Before the AGM | – |
| Annual general meeting | Within six months of the end of the financial year, that is by 30 September; first AGM within nine months | – |
| Filing of financial statements | Within 30 days of the AGM | AOC-4 |
| Annual return | Within 60 days of the AGM | MGT-7, or MGT-7A for small companies and OPCs |
| Appointment or reappointment of auditor | Within 15 days of the meeting at which the auditor is appointed | ADT-1 |
| Return of deposits and outstanding loans | By 30 June | DPT-3 |
| Half-yearly return on dues to MSME suppliers, where applicable | By 30 April and 31 October | MSME-1 |
| Director KYC | Once every three financial years, by 30 September; a change in mobile number or email is updated separately | DIR-3 KYC |
Detailed steps for the two main annual forms are in filing AOC-4 and MGT-7A.
Board meetings
- A company must hold at least four board meetings in a year, with not more than 120 days between two meetings.
- A small company, a one person company and a dormant company need hold only one meeting in each half of the calendar year, with at least 90 days between them.
- Each director must disclose interest in other entities in Form MBP-1 at the first board meeting of the financial year, and confirm non-disqualification in Form DIR-8.
Event-based filings that are often missed
| Event | Form | Time limit |
|---|---|---|
| Appointment, resignation or change of directors | DIR-12 | 30 days |
| Allotment of shares | PAS-3 | 30 days |
| Creation, modification or satisfaction of a charge | CHG-1 / CHG-4 | 30 days |
| Change in registered office within the same city | INC-22 | 30 days |
| Special resolutions and certain board resolutions | MGT-14 | 30 days |
Tax and other recurring compliance
- GST: monthly or quarterly returns and the annual return. See GSTR-1, GSTR-3B and GSTR-9.
- TDS: monthly deposit and quarterly returns.
- Income tax: advance tax instalments, the tax audit where applicable, and the return of income by the due date.
- Kerala-specific: professional tax to the local body, renewal of the trade licence, and registration and contributions under the labour welfare fund applicable to the establishment.
Consequences of default
Late filing of AOC-4 and MGT-7 attracts an additional fee for each day of delay, and continuing default leads to adjudication of penalties on the company and its officers. Directors of a company that has not filed financial statements or annual returns for three consecutive years can be disqualified, and the company can be struck off. See penalties for late filing of annual returns and restoring a company after strike off.
Frequently asked questions
Is an AGM required if the company had no business during the year?
Yes. The AGM, financial statements and annual return are required as long as the company is on the register, whether or not it carried on business. A company that does not intend to do business can consider dormant status or closure.
Can the AGM date be extended?
The Registrar may extend the time for holding an AGM other than the first AGM by up to three months, on an application made before the due date, for special reasons.
What is a small company?
A private company with paid-up capital up to ₹10 crore and turnover up to ₹100 crore, as revised with effect from 1 December 2025. Small companies have fewer board meetings, the shorter annual return MGT-7A, and lower penalties for certain defaults.
ചുരുക്കം (Summary in Malayalam)
പ്രൈവറ്റ് ലിമിറ്റഡ് കമ്പനി എല്ലാ വർഷവും സെപ്റ്റംബർ 30-നകം AGM നടത്തണം. AGM കഴിഞ്ഞ് 30 ദിവസത്തിനകം AOC-4-ഉം 60 ദിവസത്തിനകം MGT-7 അല്ലെങ്കിൽ MGT-7A-യും ഫയൽ ചെയ്യണം. ഓഡിറ്റർ നിയമനത്തിന് ADT-1, ജൂൺ 30-നകം DPT-3, ബാധകമെങ്കിൽ MSME-1 എന്നിവയും വേണം. വർഷത്തിൽ നാല് ബോർഡ് മീറ്റിംഗുകൾ വേണം; ചെറുകിട കമ്പനികൾക്ക് രണ്ട് മതി. GST, TDS, ആദായനികുതി, പ്രൊഫഷണൽ ടാക്സ്, ട്രേഡ് ലൈസൻസ് പുതുക്കൽ എന്നിവയും സമയത്ത് ചെയ്യണം. തുടർച്ചയായ വീഴ്ച ഡയറക്ടർ അയോഗ്യതയ്ക്കും കമ്പനിയുടെ പേര് റദ്ദാക്കലിനും ഇടയാക്കും.
This article gives a general overview of annual compliance under the Companies Act, 2013 and related laws. Due dates, forms and thresholds are revised from time to time, and extensions are notified on occasion; for accurate and current requirements, refer to the Act, the rules as amended and the MCA portal. The article is not advice on any particular case.
Please note. This article is provided for general information and is not professional advice or a solicitation of work. The law is stated as understood on the date shown above and may have changed since.