OPC Annual Compliance: AOC-4, MGT-7A & ITR-6
OPC annual compliance is the set of filings every One Person Company owes each year, whether or not it did any business. At its heart: an audit, then Form AOC-4 by 27 September, Form MGT-7A by 29 November and ITR-6. We file all of it on the MCA V3 portal and the Income Tax e-filing portal.
What it is
OPC annual compliance covers everything a One Person Company must file after its financial year closes on 31 March. A sole member still runs a full company, so the Registrar of Companies (ROC) expects audited financial statements in Form AOC-4 and an annual return in Form MGT-7A. The Income Tax Department expects ITR-6. Forms such as ADT-1, DPT-3 and MSME-1 apply when their triggers are met.
The OPC rules are lighter in places. Section 96 of the Companies Act, 2013 exempts an OPC from holding an annual general meeting (AGM). Under Section 122(3), the member’s resolution, signed and dated in the minutes book, takes the meeting’s place. The proviso to Section 137(1) gives the OPC 180 days to file its accounts, and Section 92 governs the annual return.
Who it applies to
File every year, busy or idle
Take a Faridabad designer who set up an OPC in 2024 and billed nothing in FY 2025-26. The company still owes an audit, AOC-4, MGT-7A and ITR-6. Zero sales do not change that.
Add a director, add board meetings
A single-director OPC needs no board meetings; resolutions go into the minutes book. Once a second director joins, Section 173(5) applies: one board meeting in each half of the calendar year, at least 90 days apart.
Starting out? Appoint the auditor first
The board appoints the first auditor within 30 days of incorporation. A new OPC also files a one-time INC-20A declaration of commencement of business within 180 days.
Why it matters
Keep a clean record on the MCA portal
Anyone, including a bank weighing your loan, can see on the MCA portal the last year your OPC filed accounts and returns.
Stop the daily fee before it starts
AOC-4 and MGT-7A filed late attract ₹100 a day each, with no upper limit. A form filed a full year late carries ₹36,500 extra.
Protect your DIN and the company
Here is the catch: three straight years of missed filings can bar the director from every board, not just this one, for five years.
Documents required
Pull from the company’s books
- Financial statements for the year ended 31 March
- Bank statements from 1 April to 31 March
- Details of loans taken and money received, for DPT-3 filing
- Unpaid bills of micro and small suppliers, for MSME-1
- Share capital, member and nominee details
Collect from the director and member
- The director’s valid digital signature certificate (DSC)
- DIN and its DIR-3 KYC status
- Signed minutes of the member’s resolutions on the accounts and the auditor
- Auditor’s consent and eligibility certificate, if a new auditor is appointed
Keep ready for ITR-6
- PAN of the OPC
- Form 26AS and AIS
- GST returns, if registered
- Tax audit report, if Section 44AB applies
How it works
Close the books for 31 March
We finalise the year’s accounts. Books running behind? Our online book-keeping service brings them up to date first. An OPC’s financial statements need not include a cash flow statement.
Get the statutory audit done
Every OPC needs an audit by a chartered accountant, whatever its turnover. We file Form ADT-1 within 15 days of any auditor appointment, the first one included, as MCA recommends.
Record the member’s approval
No AGM is needed. The sole member adopts the audited accounts by a resolution signed and dated in the minutes book; under Section 122(3), that date counts as the meeting date.
File AOC-4 by 27 September
We attach the financial statements with the auditor’s and board’s reports, and file AOC-4 on the MCA V3 portal under the director’s DSC.
File ITR-6, then MGT-7A
ITR-6 goes on the Income Tax e-filing portal by 31 October (21 November 2026 this year). MGT-7A, the short-form annual return, follows by 29 November.
Timelines
AOC-4: count 180 days from 31 March
An OPC gets 180 days from the close of the financial year to file its adopted accounts. That lands on 27 September.
MGT-7A: add 60 days to 30 September
An OPC holds no AGM. In practice, the 60 days under Section 92(4) run from 30 September, the date the AGM should have been held. That gives 29 November.
ITR-6: mark 31 October
A company’s return is normally due by 31 October. For FY 2025-26, CBDT has moved it to 21 November 2026, and the tax audit report to 21 October 2026.
OPC compliance calendar
| Filing | What it covers | Normal due date | For FY 2025-26 |
|---|---|---|---|
| MSME-1 | Dues to micro and small suppliers unpaid beyond 45 days | 30 April and 31 October (half-yearly) | 30 April 2026 and 31 October 2026 |
| DPT-3 | Loans and money received that are not deposits, as on 31 March | 30 June | 30 June 2026 |
| AOC-4 | Audited financial statements | 27 September (180 days) | 27 September 2026 |
| Tax audit report | Section 44AB audit, if applicable | 30 September | 21 October 2026 (extended by CBDT) |
| ITR-6 | Income tax return | 31 October | 21 November 2026 (extended by CBDT) |
| MGT-7A | Annual return | 29 November | 29 November 2026 |
| ADT-1 | Appointment of auditor | 15 days from appointment | Whenever an auditor is appointed |
| DIR-3 KYC | Director’s KYC | Once every three financial years, by 30 June after the third year | Depends on the DIN’s cycle |
| Board meetings | Only with two or more directors | One in each half of the calendar year, 90+ days apart | Calendar-year basis |
This year: AOC-4 for FY 2025-26 was due on 27 September 2026. If yours is still pending, the ₹100-a-day additional fee is already running.
What happens if you miss it
Pay ₹100 a day for each form
The MCA V3 portal adds an additional fee of ₹100 for each day AOC-4 or MGT-7A is late, with no cap. The CCFS-2026 relief scheme has ended, so there is no discount now.
Face penalties under Sections 137 and 92
The ROC can also levy a penalty of ₹10,000 plus ₹100 a day while the default continues, up to ₹2 lakh on the company and ₹50,000 on the officer in default. Section 446B caps an OPC’s penalty at half of that.
Risk disqualification and strike-off
Under Section 164(2)(a), three continuous years without accounts or annual returns disqualify the director for five years. Under Section 248(1)(c), the ROC can strike off a company that has done no business for two financial years.
Frequently asked questions
What is the due date for AOC-4 for a One Person Company?
An OPC files AOC-4 within 180 days from the close of the financial year, which is 27 September for a 31 March year end. This comes from the proviso to Section 137(1) of the Companies Act, 2013. Other companies file within 30 days of their AGM, but an OPC holds none. If yours for FY 2025-26 is still pending, send us the audited accounts and we will file it straight away.
When is MGT-7A due if an OPC does not hold an AGM?
Under Section 92(4), MGT-7A is due within 60 days of the date the AGM should have been held. For an OPC that date is taken as 30 September, so MGT-7A falls due on 29 November; for FY 2025-26, 29 November 2026. A few advisers count a day or two earlier, so we file well before the date and the counting never matters.
Does an OPC need an audit if it had no business?
Yes. Every company, including a One Person Company, must have its accounts audited by a chartered accountant, whatever its turnover. A dormant year still needs an audit, AOC-4, MGT-7A and ITR-6. A tax audit under Section 44AB is different: it applies only above ₹1 crore turnover, or ₹10 crore where cash receipts and payments each stay within 5%. A nil year is quick to close.
Does a One Person Company have to hold board meetings?
Only if it has two or more directors. An OPC with one director is exempt under the proviso to Section 173(5); resolutions are signed and dated in the minutes book instead. With two or more directors, it must hold at least one board meeting in each half of the calendar year, at least 90 days apart. Two meetings a year, planned early, is all it takes.
When is the ITR-6 of an OPC due for FY 2025-26?
The ITR-6 for FY 2025-26 is due by 21 November 2026. The normal date for companies is 31 October, but CBDT extended it on 28 September 2026 and moved the tax audit report to 21 October 2026. A belated return is allowed until 31 December 2026. We prepare it alongside your ROC forms, so the figures match.
Does my OPC have to convert into a private limited company once it grows?
No. From 1 April 2021, the Companies (Incorporation) Second Amendment Rules, 2021 removed the old triggers of ₹50 lakh paid-up capital and ₹2 crore average annual turnover. An OPC can now grow without limit and convert voluntarily at any time. The real trigger is a second shareholder: a software OPC taking in an angel investor must convert first, since an OPC has one member. We can plan that switch with you.
Do OPCs have to file DPT-3 and MSME-1?
Only when the trigger applies. DPT-3 is due by 30 June if, on 31 March, the OPC has outstanding loans or receipts that are not deposits, such as a loan from its director. MSME-1 is due by 30 April and 31 October when a company owes micro or small suppliers for more than 45 days. Pay a micro packaging supplier on 60-day credit, and you report it. We check both every year, so nothing slips.
We missed the 27 September deadline for AOC-4. What now?
File AOC-4 now. On top of the normal fee, the portal charges ₹100 for each day after 27 September 2026, with no upper limit. The CCFS-2026 scheme has ended, so there is no waiver. Then file MGT-7A by 29 November 2026, so a second clock never starts. Caught within days, the extra cost stays in the hundreds of rupees.
How often must an OPC director file DIR-3 KYC now?
Once every three financial years. Since 31 March 2026 (G.S.R. 943(E)), DIR-3 KYC is due by 30 June after the third financial year, counted from the year the DIN was allotted. A new mobile number, email or address must be updated within 30 days. Miss the due date and the DIN is deactivated until you file with a ₹5,000 fee. We track the cycle for you.
What it costs
Our fee plus the government fee that applies to your case, quoted before you commit. Tell us the situation and we will price it exactly.
The government’s normal fee is charged per form, AOC-4 and MGT-7A alike, and depends on the OPC’s nominal share capital.
| Nominal share capital | Normal fee per form |
|---|---|
| Less than ₹1 lakh | ₹200 |
| ₹1 lakh to less than ₹5 lakh | ₹300 |
| ₹5 lakh to less than ₹25 lakh | ₹400 |
| ₹25 lakh to less than ₹1 crore | ₹500 |
| ₹1 crore or more | ₹600 |
Ready to begin?
Send us your OPC’s CIN and last year’s accounts. We will tell you what is pending and file MGT-7A well before 29 November.