AOC-4 and MGT-7 for FY 2025-26: what the MCA fee relaxation does and does not change

On 24 October 2026 the Ministry of Corporate Affairs issued General Circular No. 05/2026, which lets companies file their FY 2025-26 financial statements and annual returns later without paying additional fees. The relief is useful but narrow: it removes a fee and changes little else. This note sets out what it covers and how a finance team should use the time.

What the circular allows

For FY 2025-26, the AOC-4 family of forms can be filed up to 31 December 2026 without additional fees. The circular names AOC-4, AOC-4 (CFS), AOC-4 (XBRL), AOC-4 NBFC (Ind AS) and AOC-4 CFS NBFC (Ind AS). The annual return forms MGT-7 and MGT-7A can be filed up to 31 January 2027 on the same basis.

These are fixed calendar dates and do not move with the date of a company's AGM. The normal filing fee is still payable; it depends on authorised share capital and is Rs 600 per form at Rs 1 crore and above. The relief followed representations from professional bodies, and ICSI's representation cited MCA portal downtime and digital signature errors.

What it does not change

The statutory due dates remain. Financial statements are due within 30 days of the AGM under Section 137, and the annual return within 60 days under Section 92. For a company that held its AGM on 30 September 2026, that means 30 October for AOC-4 and 29 November for MGT-7. The circular forgoes the additional fee on filings made inside the window; it does not amend the Act or the Rules.

Paragraph 3 of the circular states that it gives no extension of time for holding AGMs and that companies which have not complied remain liable. For FY 2025-26 the AGM was generally due by 30 September 2026 under Section 96. Filing inside the window does not cure a late AGM, which is a separate default under Section 99, with a fine of up to Rs 1 lakh and up to Rs 5,000 for each day the default continues.

Only the named forms are covered. ADT-1 (appointment of auditor) and CRA-4 (cost audit report) are not listed in the circular, so check their position separately. Commentators also note that the circular says nothing about refunding additional fees already paid.

If the window is missed

Paragraph 4 is the part to watch. A filing made after the window attracts all fees, including additional fees, counted from the date the filing was actually due under the Act and not from the end of the window. The additional fee is Rs 100 per day, per form. On a 30 September AGM, an AOC-4 filed on 1 January 2027 would be 63 days late, or Rs 6,300, so one day past the window brings back the whole period. AOC-4 and AOC-4 (CFS) are separate forms and each bears its own fee.

The circular speaks only of additional fees. Section 137(3) separately provides for a penalty of Rs 10,000 plus Rs 100 per day of continuing failure, capped at Rs 2 lakh for the company and Rs 50,000 for each officer in default, with lower penalties for small companies, one person companies and start-ups under Section 446B.

Planning the remaining weeks

Treat the two dates as outer limits, and work through four steps.

First, confirm each company's AGM date and record its true statutory due dates in one tracker covering every entity in the group.

Second, settle which form applies. XBRL filing is required for listed companies and their Indian subsidiaries, companies with paid-up capital of Rs 5 crore or more, companies with turnover of Rs 100 crore or more, and companies preparing Ind AS accounts. Companies in the upper part of the Rs 10-200 crore range should check this first, because tagging takes time. Consolidated accounts go on AOC-4 (CFS). MGT-7A is the abridged return for eligible one person companies and small companies, and classification should be tested for the relevant year.

Third, check that directors' digital signatures are valid and try the form early. The AOC-4 forms have been web forms on MCA V3 since July 2025, and portal problems are more likely to hurt in the last week of December than in November.

Fourth, file AOC-4 first, keep the service request number and challan for each form, and close the item in the compliance calendar only when the acknowledgement is on file.

How BAL can support

BAL supports companies by preparing the filing pack, reconciling the figures in each form to the signed accounts, tracking due dates across group companies, and coordinating with directors, the statutory auditor and the company secretary. Statutory audit, any professional certification of the forms and legal advice remain with the company's own professionals. This note is general information as of 9 November 2026; read the circular against your own facts before acting.