ROC Compliance of NBFC | Annual Filing of NBFC | NBFC MCA Compliance


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NBFC ROC Compliance

A Non-Banking Financial Company (NBFC) is a company registered under the Companies Act, 1956/2013 engaged in the business of loans and advances, acquisition of shares/stocks/bonds/debentures/securities issued by Government or local authority or other marketable securities of a like nature, leasing, hire-purchase, insurance business, chit business but does not include any institution whose principal business is that of agriculture activity, industrial activity, purchase or sale of any goods (other than securities) or providing and services and sale/purchase/construction of immovable property. A non-banking institution which is a company and has principal business of receiving deposits under any scheme or arrangement in one lump sum or in installments by way of contributions or in any other manner, is also a nonbanking financial company.

Documents For NBFC ROC Compliance

  • iconMemorandum and Articles of Association
  • iconMinutes of the Meetings
  • iconStatutory Registers
  • iconAudited Financial Statements i.e Balance Sheet and Profit & Loss
  • iconShareholding records
  • iconDetails of Directors
  • iconAny other documents

Procedure Of NBFC ROC Compliance:





Financial Statements to be filed with ROC


To be filed within 30 days of Annual General Meeting

Non-Banking Financial Company (NBFC) that is required to comply with Indian Accounting Standards (Ind AS)


To be filed within 30 days of Annual General Meeting

Annual Return


To be filed within 60 days of Annual General Meeting

Half Yearly Return to be filed with ROC in respect of the details of the amount of payment due to Micro and Small Enterprise Suppliers for more than 45 days and which is outstanding at the end of 6 months


To be filed with MCA on half yearly basis i.e. on or before 30th April and on or before 31st October

KYC of Directors

DIR-3 KYC {who is filing for the first time or in case of any changes in particulars filed last year)


DIR-3 WEB KYC {in case of no change}

On or before 30th September every year

Appointment of Directors

If there is any change in Directors

E-Form DIR 12

Within 30 days of Change of Director


E-Form MGT 14

Within 30 days from the date of passing of resolution

Auditor Appointment

E-Form ADT-1

Within 15 days from the Appointment of Auditor

Change in Registered Office

E-Form INC 22

Within 30 days from change of registered office address

Features Of NBFC ROC Compliance

NBFC should be a Company registered under Companies Act 2013. So, the Compliance of Companies Act 2013 is a must for any Company which includes filing of timely returns & forms with Ministry of Corporate Affairs (ROC) i.e Annual Filing, change in registered office,

Change in directors, Auditor Appointment. Delay in filing returns or non-submission of returns can lead to heavy penalties and strict action by MCA.

MCA in the recent time has been very harsh on companies who are not compliant. At Compliance Ease Cure LLP, we can provide you a customized Compliance Ease basis of your NBFC wherein we can cater to the ROC Compliance as may be applicable.

Exemptions from provisions of companies act 2013:

  • icon1. CHAPTER V (ACCEPTANCE OF DEPOSITS BY COMPANIES) i.e Section 73 to 78: to a banking company and non-banking financial company as defined in the Reserve Bank of India Act, 1934 (2 of 1934) and to such other company as the Central Government may, after consultation with the Reserve Bank of India, specify in this behalf.
  • icon2. SECTION 185 OF THE COMPANIES ACT 2013 i.e LOAN TO DIRECTORS : Shall not apply to a company which in the ordinary course of its business provides loans or gives guarantees or securities for the due repayment of any loan and in respect of such loans an interest is charged at a rate not less than the rate of prevailing yield of one year, three years, five years or ten years Government security closest to the tenor of the loan.
  • icon3. SECTION 186 OF THE COMPANIES ACT 2013 i.e LOAN AND INVESTMENT BY COMPANY: Nothing contained in this section, except sub-section (1) shall apply in respect of investment or lending activities made by a non-banking financial company registered under Chapter III-B of the Reserve Bank of India Act, 1934 and whose principal business is acquisition of securities.
  • icon4. SECTION 117 OF THE COMPANIES ACT 2013 i.e RESOLUTIONS PASSED IN PURSUANCE OF SECTION 179(3): Nothing contained in this clause shall apply in respect of a resolution passed to grant loans, or give guarantee or provide security in respect of loans under clause (f) of sub-section (3) of section 179 in the ordinary course of its business by any class of non-banking financial company registered under Chapter IIIB of the Reserve Bank of India Act, 1934, as may be prescribed in consultation with the Reserve Bank of India;
  • icon5. RULE 3 OF Companies (Filing of Documents and Forms in XBRL) Rules, 2015: Non-banking financial companies, housing finance companies and companies engaged in the business of banking and insurance sector are exempted from filing of financial statements in XBRL format