ROC filings, board and AGM records, director KYC and West Bengal professional tax on one calendar
Keep your Kolkata private limited company in good standing with ROC Kolkata-I or Kolkata-II. We hold the board meetings and AGM on paper and on time, file AOC-4 and MGT-7 or MGT-7A, and track ADT-1, DPT-3, MSME-1, the three-yearly DIR-3 KYC and the company's West Bengal professional tax. Professional fee from Rs 4,999 a year, excluding GST and MCA fees.
| Item | Position for a Kolkata private limited company |
|---|---|
| Core annual forms | AOC-4 (financial statements) and MGT-7 or MGT-7A (annual return) |
| Registrar | ROC Kolkata-I (Kolkata district and Sikkim) or ROC Kolkata-II (rest of West Bengal) |
| Meetings | Four board meetings a year (two for a small company) and one AGM |
| Periodic MCA forms | DPT-3 by 30 June, MSME-1 half-yearly, ADT-1 when an auditor is appointed |
| Director KYC | DIR-3 KYC Web once every three financial years from 31 March 2026 |
| State levy | West Bengal professional tax for the company, its directors and its payroll |
| Adjudication and appeal | Your ROC under Section 454, appeal to the Regional Director, Eastern Region |
Incorporation gives a company its CIN; annual compliance keeps the CIN worth something. Every private limited company registered in West Bengal has to prove to its registrar, once a year, that it held its meetings, adopted audited accounts and recorded who owns and runs it. Banks, tender committees and investors look at the MCA master data before they look at anything else, and an "Active non-compliant" tag or a string of missing years on that record costs more than the filings ever would.
The work runs from the first board meeting after 31 March, through the audit and the AGM, to the annual return in November, with DPT-3, MSME-1 and director KYC owed by some companies in between.
Kolkata adds its own layer. The company pays West Bengal professional tax in its own right, its directors are enrolled separately, and since 16 February 2026 the registrar depends on which side of the Kolkata district boundary the registered office sits.
ROC Kolkata now operates as two offices. ROC Kolkata-I covers the district of Kolkata and the State of Sikkim. ROC Kolkata-II covers every other district of West Bengal. Both work only through the MCA portal, so nobody queues at a counter, but the ROC on your master data is the one that examines your forms, issues notices and adjudicates penalties.
| Registered office in | Registrar |
|---|---|
| Park Street, Dalhousie and BBD Bagh, Burrabazar, Bowbazar | ROC Kolkata-I |
| Ballygunge, Gariahat, Shyambazar | ROC Kolkata-I |
| Salt Lake (Bidhannagar), New Town and Rajarhat, Lake Town, Bangur Avenue, Dum Dum | ROC Kolkata-II |
| Howrah, Hooghly, Behala, Jadavpur, Joka, Garden Reach and the rest of the 24 Parganas | ROC Kolkata-II |
A company that moves its office from, say, Camac Street to Sector V in Salt Lake is now moving between two registrars inside the same state. That needs confirmation from the Regional Director, Eastern Region on Form INC-23 under Section 12(5) and Rule 28 of the Incorporation Rules, not just an INC-22. If a move like that is planned, do it before the AGM season so the year's AOC-4 and MGT-7 go to the right office.
| Filing or event | What it covers | When | Applies to |
|---|---|---|---|
| Board meetings | Accounts approval, AGM notice, board's report, routine business | Four a year, gap of not more than 120 days | Every company; small companies two a year |
| AGM | Adoption of audited accounts, auditor appointment where due | Within six months of year-end, usually by 30 September; first AGM within nine months | Every company except an OPC |
| AOC-4 | Balance sheet, profit and loss, board's report, auditor's report | Within 30 days of the AGM | Every company |
| MGT-7 or MGT-7A | Annual return: shareholding, directors, meetings | Within 60 days of the AGM | MGT-7A for small companies and OPCs; MGT-7 for others |
| ADT-1 | Appointment of the auditor for a five-year term | Within 15 days of the meeting that appoints | In the year of appointment or reappointment, not every year |
| DPT-3 | Outstanding money received that is not a deposit, and any deposits | By 30 June, for the position on 31 March | Companies with such receipts outstanding |
| MSME-1 | Dues to micro and small suppliers outstanding beyond 45 days | 30 April (October-March) and 31 October (April-September) | Companies with such dues |
| DIR-3 KYC Web | KYC of every director holding a DIN | Once in three financial years, by 30 June of the filing year | Every DIN holder |
| West Bengal professional tax | Company and director enrolment, payroll deductions | Annual enrolment tax by 31 July; payroll monthly | Every company and its directors; payroll if staff earn above the slab |
Two points catch Kolkata companies most often. First, ADT-1 is not an annual form: since the 2018 amendment removed yearly ratification, it is filed only when an auditor is appointed or reappointed, or a casual vacancy is filled. Second, a newly incorporated company's first year carries extra items, such as the INC-20A declaration of commencement of business and the first auditor's ADT-1, that later years do not.
We pull the company's MCA master data, check the ROC shown, list the forms filed in earlier years and flag anything missing. MSME-1 for the October to March half is due by 30 April, so supplier ageing is reviewed first.
Every loan and advance on the 31 March balance sheet is classified. Where a DPT-3 is due we file it by 30 June, with the auditor's certificate where the rules require one. In a DIR-3 KYC year we file it for each director in the same window.
We coordinate with the statutory auditor, draft the board's report, and hold the board meeting that approves the accounts and calls the AGM. The company's professional tax enrolment payment falls due by 31 July.
Notice with the accounts goes out at least 21 clear days before the meeting, unless members consent to shorter notice. Minutes, the attendance record and the resolutions are written up the same week.
AOC-4 is filed within 30 days of the AGM, and ADT-1 within 15 days of it in an appointment year. MSME-1 for April to September is due by 31 October.
MGT-7 or MGT-7A is filed within 60 days of the AGM, certified by a company secretary in practice only where the company's size requires it.
| Stage | Typical time | Depends on |
|---|---|---|
| Health check of past filings | 2 - 3 business days | Access to MCA login and past records |
| Board report, AGM notice and minutes | 3 - 5 business days after audited accounts | Auditor sign-off |
| AOC-4 preparation and filing | 2 - 4 business days | Final accounts and director DSCs |
| MGT-7 or MGT-7A | 2 - 3 business days | Shareholding and meeting data |
| Backlog year, each | 5 - 10 business days | Availability of audited accounts for that year |
Indicative service timelines. Form processing by the ROC and the timing of the audit are outside our control.
MCA filing fees are fixed by the Companies (Registration Offices and Fees) Rules, 2014, according to the company's nominal share capital, and are computed on the portal when each form is filed. They are small when forms go in on time. Late filing is where the cost builds.
| Delay | AOC-4 and MGT-7 | Other fee-bearing forms, such as DPT-3 | ADT-1 (Section 139) and Section 157 forms |
|---|---|---|---|
| Up to 15 days | Rs 100 a day, per form | 2 times the normal fee | 1 time the normal fee |
| 15 to 30 days | Rs 100 a day, per form | 2 times | 2 times |
| 30 to 60 days | Rs 100 a day, per form | 4 times | 4 times |
| 60 to 90 days | Rs 100 a day, per form | 6 times | 6 times |
| 90 to 180 days | Rs 100 a day, per form | 10 times | 10 times |
| Beyond 180 days | Rs 100 a day, per form | 12 times | 12 times |
Additional-fee multiples as amended by G.S.R. 12(E) of 11 January 2022, effective 1 July 2022. The Rs 100 a day fee for delays under Sections 92(4) and 137(1) has applied since 1 July 2018. MSME-1 itself carries no filing fee; penalties for its non-filing are separate.
These are fees, not penalties. Penalties under Sections 92(5) and 137(3) are imposed separately by the adjudicating officer, and continuing failure to file accounts or annual returns for three consecutive financial years disqualifies every director under Section 164(2), which also costs them their seats on the boards of their other companies.
| Plan | Professional fee | Covers |
|---|---|---|
| Essential | From Rs 4,999 a year | AOC-4, MGT-7 or MGT-7A, board meeting minutes for accounts approval, AGM notice and minutes |
| Growth | On quote | Essential plus ADT-1, DPT-3, MSME-1, DIR-3 KYC Web, statutory registers and all four board meetings |
| Complete | On quote | Growth plus West Bengal professional tax for the company, directors and payroll, ITR-6 and audit coordination |
All plans exclude GST. MCA filing fees, additional fees for any delay and DSC charges are paid at actuals and shown separately on your invoice. Backlog years are quoted per year.
All fees and charges listed are indicative only and do not constitute a binding offer. Final amounts may vary depending on the volume of work and the complexity involved.
G.S.R. 880(E), notified on 1 December 2025, raised the small-company limits in Section 2(85) to paid-up capital of not more than Rs 10 crore and turnover of not more than Rs 100 crore for the previous financial year. A large share of Kolkata's private limited companies that were outside the old Rs 4 crore and Rs 40 crore limits now qualify, and many have not yet changed how they file.
| Relief | Effect on the annual cycle |
|---|---|
| MGT-7A | Abridged annual return in place of MGT-7 |
| Section 173(5) | One board meeting in each half of the calendar year, at least 90 days apart, instead of four |
| Cash flow statement | Not required in the financial statements |
| CARO 2020 | The auditor's CARO report does not apply |
| Section 446B | Penalties capped at half the normal amount, up to Rs 2 lakh for the company and Rs 1 lakh for an officer |
The test is applied company by company and year by year. A holding or subsidiary company, a Section 8 company and a company governed by a special Act cannot be a small company whatever its size, so a Kolkata group with a parent and two subsidiaries still files MGT-7 for each of them.
Penalties for default are imposed by an adjudicating officer of the company's own registrar under Section 454. For a Kolkata company that is ROC Kolkata-I or ROC Kolkata-II, and an appeal against the order lies to the Regional Director, Eastern Region, Kolkata within 60 days.
| Default | Penalty on the company | Penalty on officers |
|---|---|---|
| AOC-4 not filed (Section 137) | Rs 10,000 plus Rs 100 a day, up to Rs 2 lakh | Rs 10,000 plus Rs 100 a day, up to Rs 50,000 |
| MGT-7 not filed (Section 92) | Rs 10,000 plus Rs 100 a day, up to Rs 2 lakh | Rs 10,000 plus Rs 100 a day, up to Rs 50,000 |
| Three years of non-filing | Exposure to strike-off under Section 248 | Disqualification for five years under Section 164(2) |
| Annual ROC compliance | Event-based filings | Tax compliance | |
|---|---|---|---|
| Examples | AOC-4, MGT-7, DPT-3, MSME-1, DIR-3 KYC | Director change, allotment, office shift, charge | ITR-6, GST returns, TDS, professional tax |
| Trigger | The calendar | A decision or a transaction | Income, supplies or payroll |
| Filed with | ROC Kolkata-I or Kolkata-II on the MCA portal | Same ROC; some need RD approval | Income Tax Department, GST portal, WB Directorate of Commercial Taxes |
| Kolkata page | This page | Auditor appointment in Kolkata | GST registration in Kolkata |
We are a CA and CS practice operating under DSG CORPORATE FINANCIAL ADVISORS LLP from 129A, Bangur Avenue, Block A, Lake Town, Kolkata 700055, and we have supported 2,500+ companies across our practice.
| Reference | Relevance |
|---|---|
| Sections 92 and 137, Companies Act, 2013 | Annual return and financial statements |
| Sections 96 and 173 | AGM and board meetings |
| Section 139 and Rule 4, Companies (Audit and Auditors) Rules, 2014 | Auditor appointment and ADT-1 |
| Section 2(85) as amended by G.S.R. 880(E), 1 December 2025 | Small-company limits |
| Companies (Appointment and Qualification of Directors) Amendment Rules, 2025, G.S.R. 943(E) | DIR-3 KYC once every three years from 31 March 2026 |
| Companies (Registration Offices and Fees) Rules, 2014, as amended by G.S.R. 12(E), 2022 | Normal and additional fees |
| Rule 16, Companies (Acceptance of Deposits) Rules, 2014 | DPT-3 |
| Section 405 and the MSME-1 Order | Half-yearly MSME-1 |
| Sections 164(2), 446B and 454 | Disqualification, small-company penalties, adjudication |
| West Bengal State Tax on Professions, Trades, Callings and Employments Act, 1979 | Professional tax |
Authority sources: Ministry of Corporate Affairs at mca.gov.in, India Code, the PIB release on the Kolkata-I / Kolkata-II split, and wbprofessiontax.gov.in.
A trading company on Brabourne Road, paid-up capital Rs 1.2 crore and turnover of about Rs 60 crore, had been filing MGT-7 and holding four board meetings a year on its old advice. After the December 2025 change it qualified as a small company, so for FY 2025-26 we moved it to MGT-7A and a two-meeting calendar. The review also found Rs 35 lakh of director loans that had never gone into DPT-3, and two directors who had never been enrolled for professional tax. DPT-3 was filed with the 2x additional fee, both directors were enrolled on the state portal, and the AOC-4 went in nine days after the AGM.
Illustrative scenario based on typical file patterns. Not a named client engagement.
Same city: Private Limited Company Registration in Kolkata, DPT-3 Filing in Kolkata, Auditor Appointment in Kolkata, GST Registration in Kolkata and Private Limited Company Closure in Kolkata. Statewide: Professional Tax in West Bengal and KMC Trade Licence. Nationally: Annual compliance for private limited companies, Director KYC and our guide to company registration in Kolkata.
The ROC shown on the company's master data. A registered office in Kolkata district, such as Park Street or Ballygunge, falls under ROC Kolkata-I, which also covers Sikkim. An office in Salt Lake, New Town, Lake Town, Howrah or elsewhere in West Bengal falls under ROC Kolkata-II. The split took effect on 16 February 2026.
AOC-4 is due within 30 days of the AGM and MGT-7 or MGT-7A within 60 days of it. The AGM itself must be held within six months of the end of the financial year, so for most companies that is by 30 September, putting AOC-4 in October and MGT-7 in November.
Rs 100 for every day of delay, separately on each form, on top of the normal filing fee. The amount keeps running until the form is filed, so a single year's AOC-4 and MGT-7 filed two years late carry more than Rs 1.4 lakh in additional fees between them.
No. Since yearly ratification was removed in 2018, ADT-1 is filed when the auditor is appointed for a five-year term, when that term is renewed, or when a casual vacancy is filled. It is due within 15 days of the meeting, and a delay of up to 15 days attracts only one times the normal fee.
From 31 March 2026, every DIN holder files DIR-3 KYC Web once in three financial years instead of every year, under G.S.R. 943(E). Directors who were up to date move to their next filing by 30 June 2028. A change of mobile number, email or address must still be updated within 30 days.
It does if its paid-up capital is not more than Rs 10 crore and its turnover for the previous year is not more than Rs 100 crore, the limits set by G.S.R. 880(E) from 1 December 2025, and it is not a holding or subsidiary company, a Section 8 company or a company under a special Act.
Yes. The company is enrolled and pays its own annual tax, its directors are enrolled for their own liability, and if it has employees above the salary slab it deducts tax monthly as an employer. See professional tax in West Bengal for the registrations involved.
Every director becomes disqualified for five years under Section 164(2) and cannot be appointed or reappointed to any board in that period. The ROC may also start strike-off under Section 248. Filing the missing years with additional fees, and adjudication of penalties, is usually the way back.
Penalties are imposed by the adjudicating officer of ROC Kolkata-I or Kolkata-II under Section 454. An appeal against the order lies to the Regional Director, Eastern Region, Kolkata, within 60 days of receiving it.
Our professional fee starts at Rs 4,999 a year plus GST for AOC-4, MGT-7 or MGT-7A and the board and AGM records. ADT-1, DPT-3, MSME-1, DIR-3 KYC and professional tax are quoted on top according to what the company actually owes. MCA fees are paid at actuals.
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Reviewed by CorporateWalla's CA and CS team · Last Updated 22 October 2026 · · Sources: Ministry of Corporate Affairs, PIB: new RD and ROC offices from 16 February 2026, India Code: Companies Act, 2013, West Bengal Profession Tax portal
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