The CCFS-2026 window closes 15 July: the 90% ROC late-fee waiver most founders are about to miss

The CCFS-2026 window closes 15 July: the 90% ROC late-fee waiver most founders are about to miss

A founder pulls up his company master data on MCA21 in late June and sees the line he has been avoiding for two years: AOC-4 and MGT-7A "not filed" for FY 2023-24 and FY 2024-25. He assumes catching up will cost a fortune in penalties — ₹100 per day, per form, compounding — so he keeps putting it off. What he does not know is that the Ministry of Corporate Affairs has opened a three-month amnesty window that wipes out 90% of those additional fees, and it slams shut on 15 July 2026. After that date, the full late fee is back, and the clock keeps running.

This is the single most valuable compliance deadline of 2026 for any private limited company sitting on unfiled annual returns or financial statements. Here is exactly what the law says, what you save, and what to do before the window closes.

What the law actually requires

The MCA notified the Companies Compliance Facilitation Scheme, 2026 (CCFS-2026) through General Circular No. 01/2026 dated 24 February 2026. The scheme came into force on 15 April 2026 and operates for exactly three months, ceasing on 15 July 2026.

The scheme does not change your underlying obligations — it changes only the additional fee (the late-filing penalty) for a defined set of overdue forms. The base statutory duties remain:

• Section 92, Companies Act 2013 — every company must file its annual return in Form MGT-7 (or MGT-7A for small companies and OPCs) within 60 days of the AGM. Default attracts a penalty of ₹100 per day under Section 92(5), with no upper ceiling.
• Section 137, Companies Act 2013 — the financial statements must be filed in Form AOC-4 (and AOC-4 XBRL / AOC-4 CFS where applicable) within 30 days of the AGM. Section 137(3) levies ₹100 per day of default.
• Section 403 read with the Companies (Registration Offices and Fees) Rules, 2014 — for late filing of most forms, an additional fee of up to 12 times the normal fee stacks up on a sliding scale by length of delay.

Under CCFS-2026, when you file an eligible form during the window, you pay the normal filing fee plus only 10% of the accumulated additional fee — an effective 90% waiver on the penalty component.

Eligible e-forms under the Companies Act, 2013: MGT-7 / MGT-7A, AOC-4 (all variants including XBRL, NBFC and CFS), ADT-1 (auditor appointment under Section 139), and FC-3 / FC-4 (foreign company filings). The scheme also covers legacy Companies Act, 1956 forms — 20B, 21A, 23AC / 23ACA (including XBRL), 66 and 23B.

Critically, there is no separate application or immunity form. Unlike CFSS-2020, which required a follow-up e-form CFSS-2020 to claim immunity, CCFS-2026 grants the benefit automatically the moment you file the relevant form on MCA21 v3 and pay the reduced fee during the scheme window.

Practical implications: what non-filing actually costs

Founders underestimate this because they think of it as a paperwork lapse. It is not. Persistent non-filing triggers three escalating consequences, and CCFS-2026 only neutralises the first one.

1. The penalty math is brutal without the waiver. Take a company that has not filed AOC-4 and MGT-7A for two financial years. At ₹100 per day, per form, two forms running roughly 600 and 250 days late can accumulate well over ₹1,50,000 in additional fees alone. Under CCFS-2026 you pay 10% of that — a few thousand rupees plus the small normal fee. Miss the 15 July window and you owe the full amount, and it grows every single day.

2. Director disqualification under Section 164(2). If a company fails to file financial statements or annual returns for any continuous period of three financial years, every director of that company is disqualified for five years — not just from that company, but from being appointed or reappointed as a director in any company. This is automated. MCA21 flags it and the director's DIN is deactivated; you do not get a notice asking nicely. CCFS-2026 is the cheapest possible route to clear the backlog before you cross that three-year line.

3. Strike-off under Section 248. The Registrar can strike a company off the register for non-filing, after which the company legally ceases to exist and its bank accounts are frozen. MCA21 v3's CPC (Central Processing Centre) now disposes of migrated forms faster than ever and surfaces dormant, non-filing companies for action. If you actually want to wind down a defunct company, CCFS-2026 lets you file STK-2 at just 25% of the normal filing fee — a rare discount on a voluntary strike-off.

Step-by-step: what to do before 15 July 2026

• Pull your company master data. Log in to MCA21 v3 and check the filing history and your company's compliance dashboard to list every overdue MGT-7/MGT-7A, AOC-4, ADT-1 and FC-3/FC-4. Note the exact financial years missing.
• Reconstruct the financials and board approvals. AOC-4 needs board-approved financial statements and the auditor's report; MGT-7 needs the annual return data as on the financial year-end. If your AGM was never held or minutes were never signed, fix that paper trail first — back-dating is not an option, so document the actual position.
• Check form linking on MCA21 v3. Under v3, several forms must be filed together. AOC-4 is typically linked with MGT-7/MGT-7A, and auditor appointment requires ADT-1. File them in the correct sequence so the SRNs link cleanly.
• File during the window and pay the reduced fee. When you submit between now and 15 July 2026, the portal applies the normal fee plus 10% of the additional fee automatically. Keep the SRN and challan as proof of payment under the scheme.
• If winding down, file STK-2 at 25%. For a genuinely defunct company with no assets or liabilities, use the scheme's discounted strike-off route — but only if you have not already filed a strike-off application before the scheme launched (those companies are excluded).
• Confirm DIN status afterward. Once filings are cleared, verify each director's DIN is active and that no Section 164(2) flag remains. If a disqualification has already attached, escalate immediately — that needs separate remediation.

A worked example: a company two years behind

Consider a small private limited company with paid-up capital under ₹50 lakh that last filed cleanly for FY 2022-23. It missed both AOC-4 and MGT-7A for FY 2023-24 (AGM should have been held by September 2024) and FY 2024-25 (AGM by September 2025).

By June 2026, the FY 2023-24 forms are roughly 600 days late and the FY 2024-25 forms roughly 250 days late. The ₹100-per-day penalty under Sections 92(5) and 137(3) is a statutory levy that runs independently, but the additional fee under Section 403 — the slab-based multiple of the normal filing fee — is what CCFS-2026 discounts. For a company filing well past 360 days late, that additional fee sits at the top of the slab, up to 12 times the normal fee per form, across four forms (two AOC-4 and two MGT-7A).

Filed inside the CCFS-2026 window, the company pays the normal fee for each form plus only 10% of that stacked additional fee. The difference between filing on 14 July and filing on 16 July is not marginal — it is the gap between a token top-up and the full multiple, and the company is days away from the three-financial-year line that triggers automatic director disqualification. This is precisely the profile of company the scheme was designed to rescue, and precisely the profile most likely to keep procrastinating until the window has closed.

Common mistakes that waste the waiver

Leaving it to the last 48 hours. AOC-4 needs board-approved financials and a signed auditor's report; if those are not ready, you cannot file, and the portal does not pause for you. Treat the working deadline as early July, not 15 July.

Forgetting that v3 links forms. On MCA21 v3 several filings are linked — AOC-4 with MGT-7/MGT-7A, and an auditor appointment via ADT-1. Filing them out of sequence or in isolation causes SRN linkage failures and rejected uploads that can push you past the window.

Assuming every overdue form is covered. The waiver is limited to the named forms. If your backlog includes charge forms (CHG-1/CHG-4), DIR-3 KYC, DPT-3 or many event-based MGT/DIR filings, those attract normal additional fees and the registered-office and KYC defaults carry their own consequences. Map your full backlog before you assume the scheme solves all of it.

Treating it as a fresh start without fixing governance. The scheme clears the fee penalty; it does not validate AGMs that were never held or minutes that were never signed. Reconstruct the actual record honestly — an inflated or back-dated filing is a separate offence under Section 447 territory, not a shortcut.

FAQ

Q: Does CCFS-2026 require me to file a separate scheme application?
No. Unlike CFSS-2020, there is no immunity form. You simply file the eligible overdue e-forms on MCA21 v3 during the 15 April – 15 July 2026 window and the reduced fee is applied automatically.

Q: Which forms are NOT covered?
The scheme is limited to the listed forms — MGT-7/7A, AOC-4 variants, ADT-1, FC-3/FC-4, and specified 1956-Act forms. Event-based forms outside this list (for example, charge forms or many MGT/DIR filings) do not get the waiver and attract normal additional fees.

Q: I am already three years behind. Will filing now reverse my director disqualification?
Filing clears the backlog and stops further damage, but if Section 164(2) disqualification has already triggered, the five-year bar generally still applies and needs separate legal remediation. The point of acting now is to file before you cross the three-year threshold.

Q: What happens to the late fee on 16 July 2026?
The 90% concession ends. From that date the full additional fee under Section 403 — up to 12x the normal fee — applies again, and the ₹100-per-day penalty under Sections 92 and 137 continues to accrue until you file.

Closing

CCFS-2026 is a closing door, not a standing offer. If your company has any unfiled MGT-7, AOC-4 or ADT-1 from prior years, the cost of acting before 15 July is a fraction of the cost of waiting — and waiting risks director disqualification and strike-off, not just rupees. For a compliance audit of your company, visit pvtltd.co.