A private limited company and an LLP look identical on the day they are registered in Bengaluru. They stop looking identical in September. An LLP files a short annual set and escapes audit below the prescribed turnover. A private limited company files audited accounts, an annual return and a director KYC every year, whether it traded or not. Founders here keep the private limited form for the funding round, the ESOP pool and the enterprise contract that will not sign with anything else. Annual compliance is what that choice costs. Doing nothing is the only option on the table that gets more expensive every single day.
Does this year's filing set actually apply to your Bengaluru company?
Yes, if the company sat on the register for any part of the financial year. There is no turnover test and no waiver for a quiet year. A Bengaluru company that billed nothing between April and March files the same forms as one that billed all year. Three things change the shape of the year without removing it.
- A first financial year moves the dates. A company incorporated part way through the year holds its first annual general meeting within nine months of the close of that first year, so the windows shift but the forms do not.
- Small company status changes one form. The annual return goes on MGT-7A instead of MGT-7 and the board meeting count relaxes. The audit does not go away.
- Dormant status is a formal application, not a description. Most Bengaluru companies that call themselves dormant have never applied for it, so they file the full set.
If none of the three fits, assume everything applies. That is the safe reading and it is usually the correct one.
What has to sit in your records before a filing can start?
The upload takes minutes. Assembling what feeds it is where the weeks go. Before we touch a form we want six things in front of us.
- Books closed to 31 March, with every bank account reconciled and the closing balances agreed.
- The auditor trail: who was appointed, when, and whether ADT-1 was filed at that appointment.
- Signed minutes for the board meetings held during the year, plus the notice and attendance record for the last annual general meeting.
- A clean record of any share allotment, transfer or change of directors during the year.
- DIN details for every director, and confirmation that each mobile number and email on record still works.
- The registered office address as it stands on MCA today, matched against where you actually sit.
That last one is not filler. A change of registered office needs a notice to the Registrar within thirty days under section 12(4), and a company that moved desks in November and told nobody carries a live default underneath its annual filing.
How is each due date counted from your AGM?
Almost nobody in Bengaluru misses the annual general meeting itself. They miss what it starts. The meeting is the clock, and the clock is the date you actually met, not 30 September.
Financial statements on AOC-4 go within thirty days of the meeting. The annual return on MGT-7 or MGT-7A goes within sixty days of the same meeting. Hold your AGM on 12 September and both windows close earlier than they would for a company that met on the last day of the month. Director KYC runs on its own annual cycle and is not counted from the meeting at all, which is why it is the one people forget. In a first year the outer limit is nine months from the close of that financial year, and the thirty and sixty day counts then run from the day the meeting is actually held.
What does a late or skipped filing really cost?
The additional fee on the ROC forms is a daily number with no ceiling. That is what turns one forgotten filing into a five figure bill.
| Default | Consequence | Amount |
|---|---|---|
| AOC-4 filed after its window | Additional fee on the form | ₹100 for each day of delay |
| MGT-7 or MGT-7A filed late | Additional fee on the form | ₹100 for each day of delay |
| DIR-3 KYC missed for a director | DIN deactivated until it is regularised | ₹5,000 for that director |
| Registered office notice not filed | Penalty on the company and every officer | ₹1,000 a day, capped at ₹1 lakh |
A company that stops filing altogether becomes a strike off candidate. Getting it back means an application to the NCLT Bengaluru Bench, whose territorial jurisdiction is Karnataka and Karnataka alone. There is a second change worth knowing. Where a default hardens into an adjudication order, the appeal goes to the Regional Director, and a compounding application starts with the Registrar, who forwards it upward with his comments. For a Karnataka company both of those now sit with the Regional Director for the South-Western Region, at Bengaluru, since 16 February 2026. The file no longer leaves the state.
How does the filing run once you hand it to us?
- We collect the trial balance, last year's filing acknowledgements and the minute book, then send back a single list of what is missing. No chasing in instalments.
- Your accounts are closed and the statutory audit is completed, so the balance sheet the board signs is the same one that gets uploaded.
- The board approves the accounts, the annual general meeting is held, and both sets of minutes are drafted and signed.
- AOC-4 goes up on the MCA V3 portal against your CIN, which carries the KA state code in a shape like U72900KA2026PTC123456. MGT-7 or MGT-7A follows inside its own window. ROC Bengaluru is the reviewing office for every company on the register in Karnataka, and MCA writes that same office as ROC Bangalore in places.
- DIR-3 KYC for each director and the company income tax return go in, and you receive a dated folder holding every challan, acknowledgement and signed set for next year.
No visit is needed at any point. Every form here is filed online with a digital signature. The registrar and the Regional Director share the Kendriya Sadana building in Koramangala, which is worth knowing for correspondence and nothing more.
Which Bengaluru companies slip on this most often?
- The family trading business in Chickpet that converted from a proprietorship last year. The books were kept informally for two decades. The first audited year is the hard one, and the AGM date is the thing nobody diarised.
- The IT services and staffing company in Whitefield with clean revenue and no company secretary. The forms are simple. Nobody owns them, so they move once a year in a panic.
- The startup that shifted from a coworking desk in Koramangala to its own floor in HSR Layout and filed no notice for either move. The Registrar may have a registered office verified physically where he has reason to believe no business is carried on there.
- The company whose auditor resigned mid year and was never formally reappointed. The audit report lands late and every form behind it slips with it.
- The founder who spent a year abroad and let DIR-3 KYC lapse. A deactivated DIN blocks the signature on every other form the company owes.
Who holds the audit, the resolutions and the MCA credentials?
Annual compliance is not hard, and it rarely fails on the law. It is repetitive, and it fails on the handover between an accountant, an auditor and whoever holds the MCA credentials. We hold all three. A qualified CA closes and audits the accounts, a company secretary drafts the resolutions and minutes, and the same team files AOC-4, MGT-7 and DIR-3 KYC on MCA V3 against your CIN.
The whole engagement runs online for companies anywhere in the state, at ₹10,499 for the year. Your registrar is ROC Bengaluru whether you sit in Chickpet, Whitefield or Yelahanka, because Karnataka has a single registrar and the February 2026 restructuring left its territory unchanged. What that restructuring did change is the Regional Director, and for a Karnataka company that office now sits at Bengaluru. For the national view of the forms and the law behind them, read our complete Private Limited annual compliance guide for India, then come back here for what is local.