Every company in India, from the smallest private limited firm to large public enterprises, must interact with the Registrar of Companies at various stages of its lifecycle. Understanding what is ROC, its functions, and how to comply with its requirements is essential for entrepreneurs, business owners, and finance professionals.
The Registrar of Companies is an office under the Ministry of Corporate Affairs (MCA), Government of India. It is responsible for regulating and administering the Companies Act, 2013. The ROC maintains a registry of records concerning companies that are registered with them, which is accessible to the public upon payment of a prescribed fee.
In simple terms, the ROC is the authority that oversees company registration and ensures legal compliance throughout a company’s existence. The ROC full form in company law is Registrar of Companies.
The ROC has several key objectives:
Facilitate business registration by ensuring companies are legally incorporated
Ensure compliance with statutory regulations under the Companies Act
Maintain a public database of company information for transparency
Enable corporate governance by monitoring filings and financial disclosures
Provide legal enforcement, including penalties for non-compliance
The role of ROC includes a wide range of regulatory and administrative duties:
Company incorporation: Verifies the documents and grants a Certificate of Incorporation
Maintenance of statutory records: Holds data such as financial statements, directors, and shareholders
Compliance monitoring: Tracks whether companies file necessary forms and meet deadlines
Legal proceedings: Can initiate prosecution against defaulting companies
Public access: Allows stakeholders to view company records by request
To register a company with the ROC, follow these steps:
Obtain Digital Signature Certificate (DSC) for directors and subscribers
Get Director Identification Number (DIN) for all proposed directors
Name approval: Submit the RUN (Reserve Unique Name) form on the MCA portal
File SPICe+ form with required details and documents
PAN & TAN are allotted automatically
Certificate of Incorporation is issued after ROC verification
Throughout its lifecycle, a company must submit several ROC filing forms. Here are commonly used ones and their purpose:
Form SPICe+ – Company incorporation
Form DIR-12 – Appointment or resignation of directors
Form AOC-4 – Filing of financial statements
Form MGT-7 – Annual return of the company
Form PAS-3 – Return of allotment of shares
Form SH-7 – Change in authorised share capital
The documents required for ROC filing typically include board resolutions, digital signatures, financial statements, identity proofs, and MOA/AOA, depending on the form being filed.
The ROC filing fees depend on a company’s authorised share capital and the type of form. Here’s a general fee guide:
Authorised Share Capital |
ROC Fees (Approx.) |
---|---|
Up to ₹1,00,000 |
₹200 |
₹1,00,001 to ₹5,00,000 |
₹300 |
₹5,00,001 to ₹25,00,000 |
₹400 |
₹25,00,001 to ₹1 crore |
₹500 |
> ₹1 crore |
₹600 |
Additional charges apply for late submissions, depending on the number of days of delay.
Even after incorporation, the Registrar of Companies plays a continuous regulatory role:
Reviews annual forms like AOC-4 and MGT-7
Approves structural changes such as mergers, conversions, and name changes
Initiates inspections or investigations in case of complaints or irregularities
Authorises the striking off of defunct companies from the register
The Registrar of Companies is a cornerstone of corporate regulation in India. From incorporation to compliance and dissolution, the ROC ensures companies function within the framework of the law. Understanding its duties, filing obligations, and associated fees is crucial for maintaining legal and operational integrity.
Registrar of Companies (ROC), the authority under MCA responsible for registration and regulation of companies in India.
ROC stands for Registrar of Companies
Common ROC filing forms include SPICe+ (incorporation), AOC-4 (financial statements), MGT-7 (annual returns), DIR-12 (director changes) and PAS-3 (share allotment).
Yes, companies must file annual returns and financial statements every financial year to remain compliant.
Visit www.mca.gov.in, and use the “View Company/LLP Master Data” service to check registration and compliance status.
Penalties depend on the form and duration of the delay. For example, non-filing of annual returns may attract a late fee of ₹100 per day and can lead to disqualification of directors.
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