The first-year deadlines that trip founders up
- INC-20A — commencement of business (Section 10A) — filed within 180 days of incorporation, declaring that every subscriber has paid for their shares. It applies to share-capital companies incorporated on or after 2 November 2018, and the company cannot borrow or begin business until it is filed.
- First auditor — Section 139(6) — the Board must appoint the first auditor within 30 days of incorporation. If the Board fails, the members must do it at an EGM within 90 days. Note the recent change: Form ADT-1 is now mandatory for the first auditor too (MCA amendment effective 14 July 2025), filed within 15 days of the appointment — it previously was not required for the first auditor, and this is a common miss.
- DIR-3 KYC — annually for every director. Miss it and the DIN is deactivated, costing a flat ₹5,000 to reactivate — and, while deactivated, the MCA portal will not accept any form signed by that director, so your AOC-4 and MGT-7 get blocked too.
- Bank account, share certificates, statutory registers — the immediate post-incorporation housekeeping that later audits and due diligence check for.
The annual compliance calendar
For a private limited company, each financial year: AOC-4 (financial statements) and MGT-7/7A (annual return), board meetings and an AGM with minutes, and DIR-3 KYC. For an LLP: Form 11 (annual return) by 30 May and Form 8 (Statement of Account & Solvency) by 30 October. Combined with the tax side — ITR, GST, TDS — the entity stays clean across all regulators under one point of responsibility.
The penalties, plainly
- INC-20A default: ₹50,000 on the company, and ₹1,000 per day on every officer in default up to ₹1,00,000 — plus the Registrar’s power to strike the company off.
- AOC-4 / MGT-7 late filing: ₹100 per day, per form, with no cap (Section 403). This is the one that quietly compounds.
- LLP Form 8 / Form 11 late filing: also ₹100 per day per form, uncapped — the classic dormant-LLP trap.
- DIR-3 KYC: ₹5,000 to reactivate the DIN.
- Director disqualification (Section 164(2)): failing to file financial statements or annual returns for any three continuous financial years disqualifies every director for five years, and the office is vacated under Section 167(1).
Struck-off or dormant entities — regularise or close cleanly
Entities with pending filings accumulate late fees daily and risk director disqualification and strike-off under Section 248. Where the business is live, the filings are brought current and any STK notice is responded to; a company already struck off can in appropriate cases be restored by appeal to the NCLT under Section 252, which is time-bound. Where the entity is genuinely dead, a clean closure (strike-off on application in STK-2) is almost always cheaper than continued neglect. Both routes are handled.
Choosing the structure (if you’re registering now)
Private limited, LLP, OPC, partnership or proprietorship each carry different costs, compliance loads and tax outcomes. A short structured discussion — funding plans, partners, liability, exit — settles which fits, before any government fee is spent. Incorporation then covers name reservation and SPICe+, DSC/DIN, MoA/AoA, PAN/TAN, and the immediate post-incorporation set above. Newly registered entities approaching a lender for the first time usually also need CMA data or a project report for the bank, which is prepared from the same financials.