Company Not Filed ROC for 3 Years — Directors Are Now Disqualified
Three consecutive financial years of unfiled AOC-4 and MGT-7 is the exact Section 164(2)(a) threshold — every director of that Private Limited Company is disqualified for five years, in addition to roughly ₹1,75,400 in accrued penalty.
Forms to check
Per-year AGM date overrides (3)
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ROC Default & Penalty Exposure
Private Limited Company · Generated by PracticeFlow
| FY | Form | Due date | Days late | Penalty |
|---|
Total exposure: ₹0
Verify against the latest MCA notifications and confirm with a qualified CS/CA before relying on this figure. practiceflow.in/tools/roc-penalty-calculator
Three years is the exact disqualification threshold
Three consecutive financial years of not filing financial statements (AOC-4) or annual returns (MGT-7) is the precise, inclusive threshold at which every director of that company is disqualified for five years under Section 164(2)(a) of the Companies Act, 2013 — not two years, not four. A disqualified director cannot be reappointed to that company or appointed to any other company for the duration of the bar.
For a Private Limited Company on the standard AGM cycle, three years of unfiled AOC-4 and MGT-7 (6 rows: 2 forms × 3 years) computed against today's date accrues roughly ₹1,75,400 in additional fees alone — before any professional fee for the catch-up filing itself, and before the disqualification consequence that runs independently of the amount paid.
The penalty and the disqualification are separate consequences
Paying the accrued ₹100/day penalty in full does not by itself lift a disqualification that has already been triggered — the two are separate mechanisms. Filing all outstanding returns is a precondition for regularising the company's status, but the five-year director bar, once triggered, runs on its own timeline.
A company at exactly two years of default is one missed filing season away from crossing this threshold — this is the point at which a CS or CA reviewing a client's filing history should treat the situation as urgent rather than routine, since the third consecutive year converts a fee into a director-level consequence.
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