Ongoing · Compliance

Post-Incorporation Compliance in India: Obligations & Services

Registering the company is step one. Every foreign-owned Indian company then carries a yearly compliance stack — ROC filings, a statutory audit, GST and TDS, payroll, FEMA reporting and transfer pricing. We run it for you so nothing is missed.

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Our role: this hub sets out what a foreign-owned Indian company must file, and what we handle for you.

In short: A foreign-owned Indian company, including a wholly owned subsidiary, must maintain annual ROC filings (AOC-4 and MGT-7, or the applicable annual-return variant), a statutory audit under the Companies Act, 2013 regardless of turnover, and an income-tax return. Tax audit, quarterly TDS returns, monthly/quarterly GST returns and payroll obligations (PF, ESI and professional tax) apply where relevant. Eligible entities with outstanding FDI or ODI file the annual FLA return with the RBI by 15 July; international related-party transactions require Form 3CEB. At least one director must meet Section 149(3): 182 days or more in the financial year, with the proportionate rule for a newly incorporated company.

Your post-incorporation compliance stack

Use this hub to scope recurring services and identify the obligations that apply to your company. For form-by-form deadlines, see the annual compliance calendar for a foreign subsidiary in India.

1. Company / ROC compliance

File financial statements in AOC-4 and the annual return in MGT-7 (MGT-7A where eligible). Maintain board meetings, minutes and statutory registers. A company with share capital files INC-20A within 180 days of incorporation after subscribers pay their agreed capital.

ROC forms and annual deadlines

2. Statutory audit

Arrange a Companies Act statutory audit every year, regardless of turnover or revenue. Keep books and supporting records ready, appoint the auditor correctly and coordinate audited financial statements with ROC and tax filings.

3. Income tax & TDS

File the ITR and obtain a Section 44AB tax audit where applicable. Deduct and deposit TDS, with quarterly returns in 24Q, 26Q or 27Q as relevant. Check Section 195 before non-resident payments.

Withholding tax and Forms 15CA/15CB

4. GST

Assess registration based on the activity and applicable rules. Once registered, maintain invoices, input-tax-credit reconciliation and monthly or eligible quarterly returns. GSTR-9 and GSTR-9C depend on the applicable requirements, thresholds and financial-year exemptions.

5. Payroll & labour

Run payroll with salary TDS and the applicable PF, ESI and state professional-tax obligations. Registration and contribution requirements depend on staffing, wages, location and coverage.

Payroll and HR compliance in India

6. FEMA / RBI

Report applicable repatriable share allotments through FC-GPR within 30 days of allotment. Eligible Indian-resident entities with outstanding FDI and/or ODI at 31 March file the annual FLA return through FLAIR by 15 July, subject to RBI instructions.

Profit repatriation and FEMA checkpoints

7. Transfer pricing

International related-party transactions require arm’s-length pricing, applicable documentation and a Section 92E accountant’s report in Form 3CEB. Agree intercompany contracts and the pricing policy early; Form 3CEB is ordinarily due one month before the applicable ITR deadline.

8. Governance

Maintain a qualifying resident director and monitor the Section 149(3) financial-year presence test. Keep appointment records, disclosures, board information and signing mandates current.

Resident director in India

Annual compliance calendar at a glance

These are general statutory timings, not a guarantee for your company or a particular year. Applicability, first-year rules, form variants and regulatory extensions must be checked.

Obligation	Form	Typical due date
Annual foreign liabilities and assets return	FLA — to RBI through FLAIR	15 July, where applicable
Financial statements to ROC	AOC-4	Within 30 days of AGM
Annual return to ROC	MGT-7 / MGT-7A where eligible	Within 60 days of AGM
TDS returns	24Q / 26Q / 27Q	Quarterly; generally 31 July, 31 October, 31 January and 31 May
GST annual return	GSTR-9, where required	31 December following the financial year, subject to exemptions/extensions
Transfer-pricing accountant’s report	Form 3CEB	One month before the applicable ITR due date (normally 31 October for a 30 November ITR deadline), subject to extensions

No AGM or a delayed AGM does not erase the filing obligation. See the detailed compliance calendar for the wider schedule.

How we run a compliance retainer

1
Map the obligations
Review incorporation, registrations, ownership, staffing and intercompany transactions, including any past defaults.
2
Agree scope and responsibility
Set the filing calendar, information hand-offs, approval process and the audit and reporting scope in a proposal.
3
Maintain records and complete filings
Coordinate recurring returns, reconciliations, approvals and reporting, with a clear record of completion and outstanding actions.

One agreed calendar and clear information owners
Regular reconciliation of books, tax and bank records
Documented filing acknowledgements and escalation of gaps

For operational support beyond filings, see India post-entry support. For the initial capital sequence, see company bank account and capital funding in India.

Frequently asked questions

What are the annual compliance requirements for a private limited company in India?

A private limited company maintains annual ROC filings, a statutory audit and an income-tax return, board records and statutory registers. Tax audit, TDS, GST, payroll and labour filings apply according to its transactions, registrations and thresholds. Foreign investment adds applicable FEMA reporting, and international related-party transactions require transfer-pricing reporting and documentation.

What compliance does a foreign subsidiary in India have?

An Indian subsidiary has the same company-law and tax obligations as other Indian companies, plus applicable FEMA and transfer-pricing requirements. These include FC-GPR within 30 days of share allotment, the annual FLA return by 15 July where reportable FDI or ODI is outstanding, Form 3CEB for international related-party transactions and a qualifying resident director.Detailed annual compliance calendar

What happens if a company misses ROC or FEMA filings?

Missed filings can attract additional filing fees, late submission fees, penalties or enforcement, depending on the form and law. The company and officers in default can be liable. FEMA defaults may require regularisation or compounding where applicable. Review the specific default promptly rather than assuming a late payment alone resolves it.

Do I need a statutory audit even with no revenue?

Yes. A company incorporated under the Companies Act, 2013 requires a statutory audit every year even if it has no revenue or has not begun trading. This is separate from an income-tax audit under Section 44AB, which depends on the applicable conditions and thresholds.

Can you manage our India compliance on a retainer?

Yes. We run the ongoing compliance stack on a retainer, with ROC, audit coordination, GST, TDS, payroll, FEMA and transfer pricing covered under an agreed scope. Request a scoped proposal based on your entity, transactions, registrations and reporting needs; the responsibilities and timetable are agreed before work begins.

Last reviewed: October 2026 · Reviewed by CA Regi Tom Antony, Regi Tom Antony & Associates. General guidance, not tax or legal advice on your facts.

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