What filings does a new company do in its first year?

A new company's first year runs on two clocks, and the one that catches people starts at incorporation rather than at the financial year end. Three obligations are counted in days from the date of incorporation: verification of the registered office and appointment of the first auditor at 30 days, and the declaration of commencement of business in Form INC-20A at 180 days. Only when the first financial year closes does the familiar annual cycle begin, and in year one it begins on a longer leash than in every year after it. (Checked against MCA, 3 September 2026.)

The order matters because each step gates the next. INC-20A cannot be filed until the registered office has been verified, and the first auditor holds office only until the first annual general meeting, which is the meeting that starts the annual filing cycle.

The three deadlines counted from incorporation

Every one of those dates is read off the certificate of incorporation. None moves with the financial year, and none waits for an audit or a first invoice.

INC-20A: 180 days, and no business until it is filed

Section 10A is the whole rule, and it is short:

10A. Commencement of business, etc.—(1) A company incorporated after the commencement of the Companies (Amendment) Act, 2019 and having a share capital shall not commence any business or exercise any borrowing powers unless—

(a) a declaration is filed by a director within a period of one hundred and eighty days of the date of incorporation of the company in such form and verified in such manner as may be prescribed, with the Registrar that every subscriber to the memorandum has paid the value of the shares agreed to be taken by him on the date of making of such declaration; and

(b) the company has filed with the Registrar a verification of its registered office as provided in sub-section (2) of section 12.

That text is from the Companies Act 2013 as published by MCA (PDF). Three things follow from it.

It binds only a company having share capital. MCA's own INC-20A instruction kit (PDF) says the form can be filed only by a company having share capital. A company limited by guarantee without share capital has nothing to file here.

Clause (b) is a second condition, not a footnote. The same kit tells the filer to ensure the registered office address is updated via Form No. INC-22 or Form No. SPICe+ Part B. The 180-day deadline depends on the 30-day one.

What is being declared is payment, not activity. The declaration is that every subscriber has paid for the shares agreed to be taken; trading, hiring and revenue do not enter it. The INC-20A form page on MCA sets out the attachments and the certification the webform requires.

The consequence of missing it is set out separately from any filing fee. Section 10A(2):

(2) If any default is made in complying with the requirements of this section, the company shall be liable to a penalty of fifty thousand rupees and every officer who is in default shall be liable to a penalty of one thousand rupees for each day during which such default continues but not exceeding an amount of one lakh rupees.

Section 10A(3) adds a consequence that is easy to miss: where no declaration has been filed within the 180 days and the Registrar has reasonable cause to believe the company is not carrying on business, he may initiate removal of its name from the register. (Section 10A, checked 3 September 2026.) The procedure is on the commencement of business guide.

The first auditor is the board's job, and ADT-1's clock is not the usual one

Nobody is appointed auditor at an annual general meeting in year one, because there has not been one yet. Section 139(6) puts the job on the board:

(6) Notwithstanding anything contained in sub-section (1), the first auditor of a company, other than a Government company, shall be appointed by the Board of Directors within thirty days from the date of registration of the company and in the case of failure of the Board to appoint such auditor, it shall inform the members of the company, who shall within ninety days at an extraordinary general meeting appoint such auditor and such auditor shall hold office till the conclusion of the first annual general meeting.

The fallback is not a longer board deadline. It is the members, at an extraordinary general meeting, within ninety days. Whoever is appointed holds office only until the first AGM concludes, when the five-year appointment under section 139(1) is made afresh.

The part that surprises practitioners is the notice. Ordinarily ADT-1 is due within 15 days of the meeting that made the appointment. For a first auditor, MCA computes it from a different event. Its ADT-1 instruction kit (PDF) gives the first-auditor case its own row in the fee logic:

The clock therefore runs from incorporation, not from the board meeting: a board that appoints on day 28 has two days left to file, not fifteen. (Checked 3 September 2026.) The fee and the delay multipliers are on the ADT-1 hub.

The first AGM gets nine months, and the extension does not apply to it

Section 96 sets a different deadline for the first annual general meeting than for every one after it, and adds two consequences most summaries drop:

Provided that in case of the first annual general meeting, it shall be held within a period of nine months from the date of closing of the first financial year of the company and in any other case, within a period of six months, from the date of closing of the financial year:

Provided further that if a company holds its first annual general meeting as aforesaid, it shall not be necessary for the company to hold any annual general meeting in the year of its incorporation:

Provided also that the Registrar may, for any special reason, extend the time within which any annual general meeting, other than the first annual general meeting, shall be held, by a period not exceeding three months.

Nine months, not six. The extra three months are not an extension a company asks for; they are the deadline.

No AGM in the year of incorporation. A company incorporated in June does not owe a meeting that calendar year.

The Registrar cannot extend the first AGM. The third proviso grants the extension power for any annual general meeting "other than the first annual general meeting". The one relief available in every later year is unavailable in year one.

What "the first financial year" means is set by section 2(41):

(41) “financial year”, in relation to any company or body corporate, means the period ending on the 31st day of March every year, and where it has been incorporated on or after the 1st day of January of a year, the period ending on the 31st day of March of the following year, in respect whereof financial statement of the company or body corporate is made up:

A company incorporated between January and March therefore closes its first financial year on 31 March of the following year: that year runs longer than twelve months, and the nine-month clock starts later. (Sections 96 and 2(41), checked 3 September 2026.) The ROC due date calculator works from a financial year end and an AGM date.

Then the ordinary annual cycle starts

Once the first AGM is held, year one stops being special. Both annual filings run from the AGM date and not from the year end:

• AOC-4, the financial statements, within 30 days of the date of annual general meeting under section 137(1).
• MGT-7 or MGT-7A, the annual return, within 60 days from the date on which the annual general meeting is held under section 92(4).

(Sections 137 and 92, checked 3 September 2026.) The due date for the year being filed, the fee and the additional fee are on the AOC-4 hub and the MGT-7 hub. A one person company is the exception at both ends: section 96(1) does not require it to hold an AGM, and section 137 gives it 180 days from the closure of the financial year.

What to do next

1. Take the date of incorporation off the certificate and count 30 and 180 days from it. Those two numbers drive the whole first year.
2. Confirm the registered office verification is on record before preparing INC-20A: clause (b) of section 10A(1) makes it a condition.
3. Check whether the company has share capital. Without it, INC-20A does not apply.
4. Diary the first-auditor ADT-1 against the date of incorporation rather than the date of the board meeting.
5. Work out the first financial year end under section 2(41), add nine months for the first AGM, and treat that date as immovable.

What this does not cover

This post is the order of the first year and the deadlines that order rests on. It is not the fee schedule or the additional fee, which sit on the form hubs and move with the rules.

It leaves out DIR-3 KYC, which binds directors personally rather than the company, and the Government company case, whose first auditor is appointed by the Comptroller and Auditor-General of India within sixty days of registration under section 139(7).

One gap worth naming. MCA's ADT-1 instruction kit sets the first-auditor filing clock at 30 days from incorporation, but section 139(6) prescribes no notice period for a board-appointed first auditor, and the 15-day notice proviso sits in section 139(1). We could not find an MCA statement reconciling the two, so the 30-day figure is MCA's operational rule for the form rather than a period stated in the Act. Where a first-year date sits close to a deadline, that is a question for the company's own company secretary.