ROC Filing Fees in India Under the Companies Act 2013
Companies filing documents, returns, notices, resolutions and other prescribed forms with the Registrar of Companies (ROC) generally pay statutory filing fees through the Ministry of Corporate Affairs (MCA) portal. The amount depends on the form, the company's nominal share capital, whether the company has share capital and whether the filing is made within the prescribed time.
1. Legal Framework for ROC Filing Fees
The principal legislation is the Companies Act, 2013. Section 403 deals with the fee for filing documents, facts or information required to be submitted, filed, registered or recorded under the Act and with additional fees for delayed filing, subject to the Act and prescribed rules.
The detailed fee framework is contained in the Companies (Registration Offices and Fees) Rules, 2014, as amended. Individual MCA form instruction kits identify the normal fee, additional fee, event date and statutory filing period applicable to the particular form.
2. Normal ROC Filing Fee for a Company Having Share Capital
For forms to which the standard capital-based filing fee applies, the current MCA fee table uses the following slabs:
| Nominal share capital | Normal filing fee |
|---|---|
| Less than Rs. 1,00,000 | Rs. 200 |
| Rs. 1,00,000 to Rs. 4,99,999 | Rs. 300 |
| Rs. 5,00,000 to Rs. 24,99,999 | Rs. 400 |
| Rs. 25,00,000 to Rs. 99,99,999 | Rs. 500 |
| Rs. 1,00,00,000 or more | Rs. 600 |
These slabs are used in many MCA form instruction kits under the Companies (Registration Offices and Fees) Rules, 2014. However, a specific form may have a fixed fee, special fee or different fee logic. The instruction kit for the actual form should therefore be checked before payment.
3. Company Not Having Share Capital
Where the standard fee table applies to a company not having share capital, the normal filing fee is generally Rs. 200. A particular form or class of company may nevertheless be governed by a special fee provision.
4. Additional ROC Fees for Delayed Filing
Where a form is subject to the standard additional-fee table and is filed after its statutory due date, the MCA instruction kits currently apply the following additional fees:
| Period of delay | Additional fee |
|---|---|
| Up to 30 days | 2 times the normal fee |
| More than 30 days and up to 60 days | 4 times the normal fee |
| More than 60 days and up to 90 days | 6 times the normal fee |
| More than 90 days and up to 180 days | 10 times the normal fee |
| More than 180 days | 12 times the normal fee |
5. Special Additional-Fee Provisions
The Companies Act and rules contain form-specific and filing-specific consequences that cannot safely be reduced to one general table. For example, delayed annual filing may be subject to a per-day additional fee, while charge filings can have their own time limits and fee structure.
Accordingly, the filing date should first be compared with the statutory due date for the particular form. The applicable form instruction kit should then be used to determine the normal fee, additional fee and whether any further legal consequence arises from the delay.
6. Important Companies Act Provisions Connected With ROC Filing
- Section 92: annual return and its filing requirements.
- Section 117: filing of specified resolutions and agreements with the Registrar.
- Section 137: filing of financial statements with the Registrar.
- Section 139: appointment of auditors and related statutory requirements.
- Section 157: company to inform the Registrar of Director Identification Number.
- Section 170: register of directors and key managerial personnel and prescribed return to the Registrar.
- Section 403: fee and additional fee for filing documents, facts or information under the Act.
The section governing the underlying compliance and the MCA form used for that compliance must be read together. A filing fee does not replace the substantive obligation or cure every consequence of non-compliance.
7. Common ROC Filings and Forms
Examples of filings that may attract ROC fees include annual returns, financial statements, resolutions and agreements, changes in directors or key managerial personnel, alteration of share capital, creation or modification of charges and other event-based company filings.
For example, Form MGT-14 is used for filing resolutions and agreements covered by the applicable provisions, while Form SH-7 is used for notice of alteration of share capital. Annual filing requirements generally include the applicable financial-statement and annual-return forms.
8. Increase in Nominal or Authorized Share Capital
An increase in authorized share capital is subject to a separate capital-based fee mechanism rather than the ordinary document-filing fee alone. The fee is generally calculated with reference to the difference between the fee payable on the increased authorized capital and the fee applicable to the existing authorized capital, using the rates applicable on the filing date.
The current instruction kit for Form SH-7 and the Companies (Registration Offices and Fees) Rules should be checked before filing because the fee depends on the company's capital structure and transaction.
9. Filing and Payment Through MCA V3
Company forms have progressively moved to the MCA V3 system. The official MCA portal provides company e-filing, form instruction kits, Acts and Rules, notifications, circulars and portal updates.
Before submitting a form, confirm that the company master data, event date, form version, attachments and digital signatures are correct. The portal calculates the payable amount based on the form and filing data. The generated payment details should be reviewed before completing the transaction.
10. ROC Filing Fee Checklist
- Identify the correct Companies Act section and MCA form.
- Determine the statutory due date from the event date.
- Check whether the company has share capital.
- For capital-based fees, confirm the current nominal or authorized share capital.
- Check the latest form instruction kit for normal and additional fee logic.
- Verify whether the form has a special fee or per-day additional fee.
- Use the current MCA V3 form and required attachments.
- Confirm DSC, professional certification and authorization requirements where applicable.
- Review the MCA-generated fee before payment.
- Preserve the SRN, challan and acknowledgement after successful filing.
11. Why Timely ROC Filing Matters
Additional filing fees are only one consequence of delay. Depending on the provision, late or non-filing can also expose the company and officers in default to penalties, adjudication proceedings, disqualification-related consequences or other statutory action. Filing should therefore be planned around the legal due date rather than the maximum period for which the portal may accept a delayed form.