You registered a company. Now the clock is running.
Most penalties young companies pay have nothing to do with tax — they come from missing quiet ROC deadlines in the first year. Here is every date, in order.
The certificate of incorporation feels like a finish line. Legally, it is a starting gun: a private limited company takes on a fixed calendar of obligations from day one, and the penalties for missing them accrue daily. This is the first-year sequence we run for every company we incorporate.
Within 30 days: the first auditor
The board must appoint the company's first statutory auditor within 30 days of incorporation (form ADT-1 on later appointments). Every company needs an audit regardless of size or turnover — there is no small-company exemption from statutory audit in India.
Within 60 days: share certificates
Share certificates must be issued to subscribers within two months of incorporation, with stamp duty paid on the issue. Routinely missed, routinely surfaced years later in investor due diligence — fix it in month one.
Within 180 days: INC-20A, the commencement declaration
Before starting business or borrowing, the company must file INC-20A declaring that subscribers have paid in their share capital. The money must actually hit the company's bank account first — which means opening the account and depositing subscription money early. Late filing costs ₹50,000 for the company plus director penalties, and a company that never files can be struck off.
- Day 0–30: appoint first auditor; open bank account; deposit share capital
- Day 0–60: issue share certificates, pay stamp duty on them
- Day 0–180: file INC-20A (commencement of business)
- Ongoing: four board meetings a year (gap under 120 days); minutes and registers
- 30 September: DIR-3 KYC for every DIN holder
- Within 30 days of AGM: AOC-4 (accounts); within 60 days: MGT-7 (annual return)
- 31 October (typically): company income-tax return for audited companies
The annual rhythm: AGM, AOC-4, MGT-7
A new company's first AGM is due within nine months of the end of its first financial year. The audited accounts are filed in AOC-4 within 30 days of the AGM and the annual return in MGT-7 within 60 days. ROC late fees are ₹100 per day per form with no upper cap — the single most expensive mistake a dormant or casually-run company makes.
Tax-side obligations run in parallel
TDS obligations begin with your first salary or vendor payment above thresholds — deduct, deposit by the 7th of the next month, and file quarterly returns. If you registered for GST, returns are due monthly or quarterly even when sales are nil. And the company's income-tax return is due annually whether or not there is income. The habits in our month-end close checklist keep all of this audit-ready; the registration-stage decisions are covered in our incorporation guide.
Getting it done properly
Full first-year compliance — audit, ROC filings, ITR, KYC — is routine professional work when it is planned at incorporation, and painful when it is remembered in March. Against ₹100-a-day late fees and ₹50,000 flat penalties, a scoped compliance engagement is the cheapest insurance a young company buys. Tell us about your company through the enquiry form and we will send a first-year compliance plan and quote within one business day.
Frequently asked questions
What is the first compliance after company registration?
Appointing the first statutory auditor within 30 days of incorporation, alongside opening the company bank account so subscription money can be deposited for the INC-20A filing.
What happens if INC-20A is not filed?
The company cannot lawfully commence business or borrow, faces a ₹50,000 penalty plus ₹1,000 per day for directors (capped at ₹1 lakh), and risks being struck off the register.
Does a company with no revenue still have to file returns?
Yes. Statutory audit, AOC-4, MGT-7 and the income-tax return are mandatory even for zero-revenue companies, and GST returns must be filed as nil if the company holds a GSTIN.
What are the ROC late-filing fees?
₹100 per day per form for AOC-4 and MGT-7, with no maximum cap — a year's delay on both forms costs more than most companies' entire annual compliance budget.
We register companies and LLPs end-to-end — incorporation, GST, and first-year compliance — for founders in India and abroad. Tell us what you are setting up and we will reply with a scoped plan and quote within one business day.
This guide is published for general information and does not constitute professional advice. Fees, thresholds and due dates change; please consult the firm before acting on anything you read here. Income-tax section references follow the Income-tax Act, 1961 (which governs income up to FY 2025-26) with the corresponding Income-tax Act, 2025 references indicated where relevant for tax year 2026-27 onwards.