INTRODUCTION
The Ministry of Corporate Affairs (MCA) is the government body in India that oversees all companies and Limited Liability Partnerships (LLPs). Just as students are required to take exams annually to demonstrate their progress, companies must also submit an annual report to the government. This process is called annual compliance. Annual compliance requires companies to submit specific forms each year, which contain details such as:
The profit or loss the company made,
The names of its directors and shareholders,
The name of its appointed auditor,
Whether it has borrowed money or received deposits,
Whether it has unpaid debts to small businesses (MSMEs), and
Whether it adheres to workplace laws, including maternity benefits and rules against sexual harassment.
The MCA uses these filings to ensure that companies are legitimate, functioning well, and operating with transparency. Companies that do not submit the required forms on time may face significant penalties, and in some cases, the directors may lose the authority to manage the company.
In 2025, the MCA introduced several major changes to the compliance process:
All forms must now be submitted through the new MCA V3 portal, with the old system no longer in use.
Companies are required to upload a photograph of their registered office that clearly shows the name board and address.
The Board's Report now includes more detailed disclosures, such as information regarding complaints under the Sexual Harassment Act and compliance with maternity benefit laws.
Certain forms, such as AOC-4 and MGT-7, have been updated to include additional information.
In short, annual compliance functions as a yearly health check for companies, and the changes introduced in 2025 have made the process more rigorous and transparent, ensuring that businesses operate responsibly and fairly.
WHAT HAS CHANGED IN MCA ANNUAL COMPLIANCE (2025)
All the required forms must now be submitted online through the MCA V3 portal.
Previously, businesses used the MCA V2 system for filing their annual returns.
Now, only the MCA V3 system is permitted for annual filings.
This new system is more digital and automated, and it automatically fills in company data.
Revised financial filing (AOC forms)
Companies are now required to submit their financial statements (AOC-4) along with:
Extract of Board’s Report
Extract of Auditor’s Report (both standalone and consolidated)
These documents must be uploaded in PDF and XBRL formats for better transparency.
More detailed information is needed in the Board’s Report
Companies must now include social and workplace disclosures, such as:
The number of sexual harassment complaints received and resolved.
Whether the company complied with maternity benefit rules for female employees.
Photograph of Registered Office
Companies are now required to upload a geo-tagged photo of their registered office, which must show:
The company’s name board, and
The full address is clearly visible.
This helps prevent the use of fake or shell offices.
Updated or new forms
Forms such as AOC-1, AOC-2, AOC-4, and MGT-7 have been revised.
Some requirements, like the "GLN" for NBFC-Ind AS forms, have been removed.
Strict filing deadlines
The MCA has established clear deadlines for each form (AOC-4, MGT-7, DIR-3 KYC, DPT-3, and others).
If companies fail to meet these deadlines, they will face daily penalties until the required form is submitted. The amendment rules substitute certain forms: e.g. revised formulations of AOC-1, AOC-2, AOC-4, etc. “GLN” (Global Location Number) requirement dropped in some NBFC-Ind AS forms.
What Companies Need to Do – Compliance Action Items
To ensure they are following the new regulations, companies should take several important steps:
First, they must fully transition to the MCA V3 portal.
It is important to verify that they have a valid business-user ID and a Digital Signature Certificate (DSC) linked to their account. All credentials should be accurate and correctly set up.
They should update their internal systems to track and report required information, such as POSH complaints and maternity benefits, accurately in the Board’s Report.
Financial statements must be prepared in XBRL format and properly signed or authenticated according to Section 134.
Extracts of the auditor’s reports, both standalone and consolidated, should be attached along with the Board’s report as per the updated rules.
Photographs of the office signage should be taken and geo-tagged.
A clear image of the registered office showing the signage and address should be captured along with geo-tag metadata. This photograph must be uploaded with the relevant forms.
Companies should identify which forms apply to them.
Some forms are intended for small companies or One Person Companies (OPCs) that have simplified requirements. It is important to review exemptions. Forms such as AOC-1 and AOC-2 are related to subsidiaries and related party contracts.
It is advisable to plan filings, as late submissions can lead to penalties. The old system (V2) is no longer available, so all due dates must be carefully monitored.
IMPORTANT DATES / DEADLINES (FY 2024-25 / CALENDAR 2025)
These dates are crucial for scheduling compliance activities.
Deadlines for ROC/MCA filings include:
DIR-3 KYC (for directors) – 30 September 2025
Form AOC-4 (financial statements) – 30 October 2025 (within 30 days of AGM)
Form MGT-7 / MGT-7A (Annual Return) – 29 November 2025 (within 60 days of AGM)
Form ADT-1 (auditor appointment) – Within 15 days from AGM.
For FY 2024-25, this would be around mid-October 2025 if the AGM is in late September.
The company must be aware of its Annual General Meeting (AGM) date, as many deadlines are based on when the AGM concludes.
EXEMPTIONS / SPECIAL CASES
Small companies and OPCs often have relaxed requirements or different forms.
Some new disclosures, like those related to sexual harassment or maternity benefits, may not apply to them under the new rules.
NBFCs using Ind AS have specific forms; changes are tailored for them, for example, AOC-4-NBFC (Ind AS).
IMPLICATIONS & REASONING BEHIND THE CHANGES
Increased accountability and workplace welfare: Including details about sexual harassment and maternity benefits reflects the MCA’s initiative to address social, environmental, and gender-related issues in corporate disclosures.
Data integrity and anti-fraud measures: Requiring photographs, geo-tagging, and extracting audited reports helps prevent misuse of company addresses and the creation of shell companies.
Efficiency and consistency: Using the MCA V3 portal, e-forms, pre-filled data, and automation aim to reduce errors, speed up approvals, and make compliance easier in the long term.
Transparency and international alignment: Using XBRL and providing more detailed reports helps in making information comparable across different companies and regions.
Risks / Penalties for Non-Compliance
Late filing fees for ROC forms (like AOC and MGT) are charged daily.
Filings may be rejected or delayed if they do not follow the correct format, are missing photographs, or contain invalid DSCs.
In severe cases, directors might be disqualified, companies may face challenges in obtaining loans, and there could be reputational risks.
CONCLUSION
Annual compliance with the Ministry of Corporate Affairs (MCA) is like a yearly health check-up for all companies operating in India. It ensures that businesses are active, accountable, and adhere to legal standards. In 2025, the MCA introduced major updates to strengthen this compliance process, making it more digital, efficient, and focused on social responsibility.
The shift to the MCA V3 portal reflects the government's growing emphasis on technology and automation, which helps in reducing errors and fraudulent activities. One significant change is the requirement for a photograph of the registered office along with a location tag. This measure ensures that companies are genuine and not just fictitious entities. New details in the Board’s Reports, such as information on sexual harassment cases and maternity benefits, indicate that the MCA is urging companies to focus on ethical practices and employee welfare, not just profit-making.
By updating forms such as AOC-4, AOC-1, AOC-2, and MGT-7, the MCA has developed a more comprehensive reporting system. These changes cover both financial and non-financial aspects of a company, encouraging businesses to be more transparent, well-governed, and socially responsible. For companies, following these requirements is not only about avoiding penalties but also about building trust with investors, lenders, employees, and the public. Non-compliance can lead to daily late fees, loss of director qualifications, a damaged reputation, and even removal from the MCA records.
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