Post-Incorporation Filings and Annual Compliance Checklist for One Person Company in India – FY 2025-26

SUKANYA

1 week ago

Starting a business as a solo entrepreneur is now more accessible than ever, thanks to the concept of One Person Company registration in coimbatore introduced under the Companies Act, 2013. This structure allows a single individual to form a corporate entity with limited liability, enabling startups to enjoy the benefits of a Private Limited Company without needing partners. However, once your OPC is incorporated, it’s crucial to meet ongoing regulatory requirements to avoid penalties and maintain active status.

This guide outlines all mandatory filings, timelines, and compliances for an OPC post-incorporation, applicable in FY 2024-25 and 2025-26, covering MCA, Income Tax, GST, and other statutory requirements.

What is an OPC?

An OPC is a hybrid between a sole proprietorship and a private limited company. It provides the owner with the benefit of limited liability and a separate legal identity while maintaining operational simplicity.

Key characteristics of an OPC:

Requires only one shareholder and one nominee.
Offers limited liability protection.
Recognized as a separate legal entity.
Can own assets, enter contracts, and sue or be sued independently.
NRIs (Indian citizens) can form OPCs post-2021 amendments.
No mandatory conversion thresholds anymore—conversion is optional.

Essential Filings Post-Incorporation

After registration, your OPC must complete certain filings within specific deadlines to maintain compliance:

a) INC-20A – Declaration of Commencement of Business

Purpose: Confirms receipt of share capital by the company.
Due Date: Within 180 days from incorporation.
Required Document: Bank statement showing capital deposit.
Penalty: ₹50,000 for the company + ₹1,000/day for directors on delay.
Note: Business operations can only begin after this is filed.

b) ADT-1 – Appointment of Auditor

Requirement: Statutory auditor must be appointed within 30 days.
ROC Filing: ADT-1 within 15 days of appointment.
Penalty: Non-appointment may invalidate financial statements.

Annual ROC Filings for OPC

Even though OPCs are exempt from holding an AGM, annual filings are mandatory:

c) AOC-4 – Filing of Financial Statements

Due Date: Within 180 days of the financial year-end.
For FY 2024-25: File by 27 September 2025.
Penalty: ₹100 per day of delay.

d) MGT-7A – Filing of Annual Return

Due Date: Within 60 days of AOC-4 filing (approx. late Nov 2025).
Form Type: MGT-7A is simplified and designed specifically for OPCs.

Director and Financial Disclosures
e) DIR-3 KYC / KYC-WEB – Director Verification

Due Date: 30 September annually.
Penalty: ₹5,000 and DIN deactivation for non-filing.

f) DPT-3 – Return of Deposits

Purpose: Discloses loans, deposits, or advances.
Due Date: 30 June each year.
Note: Nil return must also be filed if no deposits exist.

g) MSME-1 – Disclosure of Outstanding Payments

When Applicable: If payments to MSME vendors exceed 45 days.
Due Dates:
- 31 October for April–September.
- 30 April for October–March.

OPC Compliance Calendar Snapshot (2025)

Compliance	Form	Due Date	Purpose
Commencemen of Business	INC-20A	Within 180 days	Capital receipt declaration
Auditor Appointment	ADT-1	Within 15 days	Statutory auditor registration
Financial Statements	AOC-4	27 September 2025	Audited accounts filing
Annual Return	MGT-7A	Late November 2025	Shareholder & director details
Director KYC	DIR-3 KYC	30 September	Director detail verification
Return of Deposits	DPT-3	30 June	Report on loans/deposits
MSME Disclosure	MSME-1	30 April / 31 October	Report MSME dues (if applicable)

Operational and Statutory Requirements

Statutory Audit: Mandatory annual audit by a Chartered Accountant.
Books of Accounts: Maintain ledgers, invoices, vouchers, and bank records at the registered office.
Registers and Minutes: Maintain statutory registers and written resolutions.
Board Meetings: Not required for a single director. If multiple directors exist, conduct one meeting every half-year with a 90-day gap.
AGM: Not needed for OPC registration in Chennai written resolutions suffice.

Income Tax Compliance for OPC

Compliance	Due Date	Details
Tax Audit (if applicable)	Before ITR due date	Based on turnover thresholds
TDS Payments	7th of every next month	Monthly deposit of deducted TDS
TDS Returns (24Q/26Q)	Quarterly – July, Oct, Jan, May	Filing of TDS returns
Advance Tax	15 Jun / 15 Sep / 15 Dec / 15 Mar	Four instalments throughout the year
Income Tax Return (ITR-6)	31 October 2025	Mandatory even if income is nil

GST Compliances (If Applicable)

OPCs must register for GST if:

Turnover exceeds ₹40 lakh (goods) or ₹20 lakh (services), or
Interstate transactions are made.

Form	Purpose	Due Date
GSTR-1	Details of outward supplies	Monthly/Quarterly
GSTR-3B	Tax summary and payment	Monthly/Quarterly
GSTR-9/9C	Annual GST return & reconciliation	31 December (next FY)

FEMA/RBI Compliances for Foreign Investment

If an OPC has foreign investment, these filings apply:

Form	Purpose	Due Date
FC-GPR	Foreign capital allotment reporting	Within 30 days of allotment
FC-TRS	Transfer between resident & non-resident	Within 60 days
FLA Return	Annual return on foreign assets/liabilities	By 15 July each year

Common Mistakes by OPC Founders

Skipping INC-20A leads to inactive status.
Not appointing an auditor blocks financial validation.
Delaying DIR-3 KYC deactivates DIN.
Late AOC-4 / MGT-7A filings incur ₹100/day penalties.
Ignoring DPT-3 and MSME-1 filings—even if nil—is a compliance breach.
Assuming audit is not required: Every OPC must undergo annual audit.
Not documenting key decisions: Use written resolutions.

Key Penalties for Non-Compliance

Default	Penalty / Consequence
INC-20A not filed	₹50,000 + ₹1,000/day for each director
Late AOC-4 / MGT-7A filing	₹100 per day per form
Not filing DIR-3 KYC	₹5,000 + DIN deactivation
Ignoring DPT-3 / MSME-1	₹10,000 + daily late fees
Multiple defaults	ROC may strike off the company