AOC-4 (Oct/Nov 2026) and MGT-7 (Nov/Dec 2026): MCA filing windows for FY 2025-26 and Rs 100 per day penalty

Every private limited, public, and one-person company registered under the Companies Act 2013 carries a fixed annual filing burden with the Ministry of Corporate Affairs (MCA). For the financial year ending 31-Mar-2026, that calendar tightens through October and November 2026, with two non-negotiable e-forms — AOC-4 and MGT-7 — and a late fee of Rs 100 per day per form that runs without an upper cap. Tomorrow, 19-May-2026, is still inside the comfortable planning window, but Section 96 of the Companies Act mandates that the annual general meeting (AGM) be held within six months of the financial year close, which means 30-Sep-2026 is the outer wall for most companies. Everything downstream is measured from the actual AGM date.

This watchlist sets out the statutory deadlines that compliance teams, company secretaries, and founder-directors should already be putting on their dashboards. It also flags the parallel market events of Tuesday, the listed-company earnings position for the week, and the practical levers — board calendars, ROC pre-checks, CSR-2 mapping — that decide whether your filing window closes cleanly or rolls into a penalty regime.

Statutory Deadlines

The AOC-4 (financial statements) and MGT-7 (annual return) forms anchor the FY 2025-26 ROC cycle. Section 137 of the Companies Act 2013 requires AOC-4 to be filed within 30 days of the AGM, and Section 92 requires MGT-7 within 60 days of the AGM. With the latest permissible AGM falling on 30-Sep-2026, the worst-case deadlines line up as follows.

The one-person company (OPC) calendar is structurally different. An OPC is exempt from holding an AGM under Section 96(1) proviso, and Section 137 gives it 180 days from the close of the financial year to file AOC-4 — which works out to 28-Sep-2026 for FY 2025-26. Small companies and OPCs use MGT-7A, the simplified annual return notified under the Companies (Management and Administration) Amendment Rules 2021, but the 60-day clock is identical.

The Rs 100 per day late fee was introduced through the Companies (Amendment) Act 2017 and operationalised via the MCA General Circular dated 01-May-2018, which removed the earlier multiplier-based slab. The flat fee applies per form, per day, with no maximum — a private company that misses both AOC-4 and MGT-7 by 90 days walks into Rs 18,000 of additional fees before any substantive penalty is even computed. The form schedule and fee structure are documented on the MCA portal at mca.gov.in, and the bare Act is hosted on indiacode.nic.in.

Beyond the late fee, Section 137(3) of the Companies Act layers a substantive penalty for delayed AOC-4: Rs 10,000 on the company plus Rs 100 for each day of default, and Rs 1,00,000 on the managing director, chief financial officer, or any director responsible — also with a Rs 100-per-day add-on, capped at Rs 5,00,000 per officer. Section 92(5) imposes a similar layered penalty for MGT-7 default. Repeated default can trigger deactivation of the director's DIN under Rule 11 of the Companies (Appointment and Qualification of Directors) Rules 2014, which blocks fresh filings until restored.

Market Events

Tuesday, 19-May-2026, brings a routine but watchable list for the broader market. The National Stock Exchange and BSE remain open for normal cash and derivatives sessions. There is no scheduled Reserve Bank of India monetary policy meeting tomorrow; the next bi-monthly Monetary Policy Committee outcome is the standard quarterly checkpoint published on rbi.org.in. The Securities and Exchange Board of India publishes weekly bulk-deal and short-selling data on sebi.gov.in, which is the cleaner data source for institutional positioning than secondary aggregators.

For MCA watchers, 19-May falls inside the window where most listed entities are finalising audited accounts for board adoption under Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 — the 60-day Q4/annual results window closes 30-May-2026. Companies that complete board adoption early often release their notice of AGM in late June, which fixes the AOC-4 and MGT-7 clock far before the 30-Sep statutory ceiling. This is where the upstream and downstream calendars connect.

Mutual fund investors using systematic plans should note that SIP transactions hitting on 19-May follow the standard T+1 NAV applicability rule notified by AMFI on amfiindia.com. For long-horizon planning around these dates, the SIP calculator, lumpsum calculator, and step-up SIP calculator on Oquilia give the projected corpus arithmetic that a typical AGM-cycle review board paper might quote.

Earnings

The research webhook for this watchlist did not surface any specific company earnings confirmed for 19-May-2026 within the briefing notes. We do not list speculative or unconfirmed earnings dates. Compliance teams tracking listed peers should rely on the BSE and NSE corporate-announcements feeds, which publish the day-prior intimation under Regulation 29 of the LODR.

What is structurally certain is the calendar relationship between Q4 results and the AOC-4 timeline. A listed company that closes its Q4 board meeting in mid-May will have audited standalone and consolidated financials ready well before the AOC-4 due date — the constraint is rarely the audit, it is the AGM notice period of 21 clear days under Section 101 of the Companies Act and the printing or e-circulation of the annual report.

Practical compliance checklist for FY 2025-26

A company secretary working backwards from the AOC-4 deadline of 30-Oct-2026 has roughly five and a half months from tomorrow. The realistic critical-path sequence looks like this.

Three practical levers reduce filing risk in this cycle. First, run the MCA e-filing portal's pre-scrutiny in mid-September rather than the day before submission — pre-scrutiny checks XBRL tagging for companies required to file in XBRL under Rule 12 of the Companies (Filing of Documents and Forms in XBRL) Rules 2015, and a tagging error caught late costs days. Second, reconcile the director and KMP details in MGT-7 against the latest DIR-12 filings; a mismatch is one of the most common reasons MGT-7 is sent back for resubmission. Third, if the company falls under Section 135 (CSR), keep the CSR-2 working papers stapled to the AOC-4 file — the form needs the same numbers, and a 6-month gap in record retrieval is where errors creep in.

For founders who run multiple entities, the 30-Sep ceiling has a quirky effect: it pulls all annual returns toward the same fortnight in November. Staggering AGM dates across group companies in late August and early September spreads the AOC-4 workload across October instead of collapsing into the last week. This is a planning decision that costs nothing in May but saves consultant overtime in November.

FAQ

When is AOC-4 due for FY 2025-26?

AOC-4 is due within 30 days of the AGM under Section 137 of the Companies Act 2013. The AGM itself must be held by 30-Sep-2026 under Section 96 (six months from the close of FY 2025-26). The worst-case AOC-4 due date is therefore 30-Oct-2026. If your AGM is held earlier, your AOC-4 deadline moves up accordingly — the 30-day clock starts from the actual AGM date, not the statutory ceiling.

When is MGT-7 due for FY 2025-26?

MGT-7 is due within 60 days of the AGM under Section 92. With the latest AGM falling on 30-Sep-2026, the worst-case MGT-7 due date is 29-Nov-2026. One-person companies and small companies file MGT-7A on the same 60-day clock, calculated from the deemed AGM date under Section 96(1) proviso.

What is the late fee for AOC-4 and MGT-7?

The MCA charges Rs 100 per day per form for delayed filing of AOC-4 and MGT-7, with no upper cap. This was set by the Companies (Amendment) Act 2017 and operationalised through the MCA General Circular dated 01-May-2018. The flat fee runs from the day after the due date until the day of actual filing. A 90-day delay on both forms produces Rs 18,000 in late fees before any substantive penalty is applied.

What additional penalty applies under Section 137(3)?

For delayed AOC-4 filing, Section 137(3) imposes Rs 10,000 on the company plus Rs 100 for each day of continuing default. The managing director, chief financial officer, or any director responsible is liable for Rs 1,00,000 plus Rs 100 per day, capped at Rs 5,00,000 per officer. Section 92(5) provides a similar layered penalty for MGT-7 default. These penalties are independent of the Rs 100-per-day MCA filing fee.

Does an OPC file AOC-4 and MGT-7?

Yes. An OPC files AOC-4 within 180 days from the close of the financial year under the proviso to Section 137, which means 28-Sep-2026 for FY 2025-26. It does not hold an AGM. For the annual return, an OPC files MGT-7A (the simplified annual return notified under the Companies (Management and Administration) Amendment Rules 2021) within 60 days of the deemed AGM date.

What is CSR-2 and when is it due?

CSR-2 is a separate annual report on corporate social responsibility filed by every company covered under Section 135 of the Companies Act 2013. Rule 12(1B) of the Companies (Accounts) Rules 2014 requires CSR-2 to be filed by 31-Mar following the financial year — so for FY 2025-26, CSR-2 is due by 31-Mar-2027. It is filed as an addendum to AOC-4 on the MCA portal at mca.gov.in.

Can a director's DIN be deactivated for AOC-4 or MGT-7 default?

Yes. Rule 11 of the Companies (Appointment and Qualification of Directors) Rules 2014, read with Section 164(2) of the Companies Act 2013, permits deactivation of a director identification number where the director is associated with a company that has not filed AOC-4 or MGT-7 for three consecutive financial years. Once a DIN is deactivated, no fresh filings can be made in the director's capacity until restored — including incorporation of new entities.