Annual Compliance Checklist for Private Limited Companies (FY 2025)
Introduction
Running a Private Limited Company (Pvt Ltd) in India offers numerous benefits—limited liability, separate legal identity, and ease of fundraising. However, these advantages come with a host of annual compliance requirements under the Companies Act, 2013, Income Tax Act, and other applicable laws.
Failing to meet these obligations can lead to penalties, disqualification of directors, and even business shutdowns. So, it’s essential to stay informed and well-prepared.
At Makwana Sweta & Associates, a trusted CA firm offering Chartered Accountant Services in Mumbai and across India, we’ve created this exhaustive FY 2025 compliance checklist to help with Compliance for Private Limited Companies.
Why Annual Compliance Is Important
- Ensures transparency and legal standing
- Builds investor and customer trust
- Avoids late fees and legal action
- Helps in financial planning and tax optimization
1. Annual ROC Filings
All Private Limited Companies are required to file the following with the Registrar of Companies (ROC):
a. Form MGT-7 (Annual Return)
- Due Date: Within 60 days from the date of AGM
- Details: Shareholding structure, changes in directorship, shareholder information
b. Form AOC-4 (Financial Statements)
- Due Date: Within 30 days from the date of AGM
- Details: Balance sheet, P&L, auditor’s report, board report
Companies that fail to file these forms on time are liable for a penalty of ₹100 per day, without any upper limit.
2. Board Meetings
- Minimum 4 meetings per year
- Gap between two meetings should not exceed 120 days
- Minutes and attendance records must be maintained
Companies must maintain proper board meeting documentation, even for meetings held virtually.
3. Auditor Appointment (Form ADT-1)
- Every Pvt Ltd must appoint an auditor within 30 days of incorporation.
- Auditor details must be filed using Form ADT-1.
- Auditor holds office for a term of 5 years.
4. Director Disclosures and DIN KYC
- DIR-3 KYC must be filed annually by directors.
- MBP-1: Disclosure of interest in other entities
- Form DIR-8: Confirmation of non-disqualification
Failure to file DIN KYC results in deactivation of DIN and a ₹5,000 fine.
5. Income Tax Return Filing (ITR-6)
- Applicable to companies not claiming exemption under Section 11
- Due Date: 31st October 2025 (for FY 2024-25)
- Includes P&L, balance sheet, tax computation, TDS details
6. Tax Audit (If Applicable)
- Mandatory if turnover exceeds ₹1 crore (business) or ₹50 lakh (professionals)
- Form 3CA/3CB and 3CD to be filed
- Due by 30th September 2025
7. TDS Compliance
- Deduct TDS on salaries, professional fees, rent, etc.
- File TDS returns (Form 24Q/26Q) quarterly
- Issue Form 16/16A to deductees
Late TDS filing attracts ₹200 per day and penal interest under Section 201.
8. Maintenance of Statutory Registers
Every Pvt Ltd must maintain updated records like:
- Register of Members
- Register of Directors & KMP
- Register of Charges
- Minutes Book
9. GST Compliance (If Registered)
- Monthly/quarterly GSTR-1 and GSTR-3B
- Annual return in GSTR-9
- Reconciliation with books and ITC matching via GSTR-2B
Failure to comply may lead to ITC denial and suspension of GSTIN.
10. Other Sector-Specific Compliances
- MSME Reporting (if applicable) – Half-yearly return on supplier dues
- E-form DPT-3 – For companies accepting unsecured loans
- E-form MSME-1 – Disclosure of outstanding payments to MSMEs
11. CSR Reporting (If Applicable)
If the company falls under CSR norms:
- Formulate a CSR Policy
- Appoint CSR committee
- File Form CSR-2 (mandatory since FY 2020-21)
12. Event-Based Compliance
Trigger-based filings such as:
- Change in directors (DIR-12)
- Increase in authorized capital (SH-7)
- Share allotment (PAS-3)
- Change in registered office (INC-22)
These must be filed within 15–30 days of the event.
13. Digital Signature Certificates (DSC) Renewal
- DSCs of directors and authorized signatories must be valid
- Renew DSC every 2–3 years
14. Additional Compliance for Startups (DPIIT Registered)
If your Pvt Ltd is DPIIT-recognized, check for:
- Self-certification under labour and environmental laws
- Exemptions under Section 80-IAC (3-year tax holiday)
- No angel tax under Section 56(2)(viib) if properly registered
Consequences of Non-Compliance
- Heavy penalties under Companies Act & Income Tax Act
- Disqualification of directors under Section 164
- Loss of government benefits and tax exemptions
- Legal proceedings and damage to reputation
Checklist Summary
| Compliance | Form | Due Date |
|---|---|---|
| MGT-7 | Annual Return | 60 days from AGM |
| AOC-4 | Financials | 30 days from AGM |
| ADT-1 | Auditor Appointment | 15 days from AGM |
| DIR-3 KYC | Director KYC | 30th September |
| ITR-6 | Income Tax | 31st October |
| Tax Audit | 3CD | 30th September |
| TDS Returns | 24Q/26Q | Quarterly |
| GSTR-9 | Annual GST | 31st December |
| CSR-2 | CSR Filing | If applicable |
Final Thoughts
Annual compliance is not just a legal formality—it’s a critical part of good corporate governance. Timely compliance ensures business continuity, investor trust, and eligibility for loans and funding.
Need help staying compliant? Connect with Makwana Sweta & Associates, your trusted Chartered Accountant in Mumbai offering CA services across India. We simplify ROC filing, GST, tax audits, and more—so you can focus on growth.
Useful Links
- Outbound: MCA Annual Filing Guide
- Inbound: Our Compliance Services