CCFS-2026 MCA Amnesty Scheme: 90% Fee Waiver on Pending ROC Filings (Complete Guide)

1. What is the Companies Compliance Facilitation Scheme, 2026 (CCFS-2026)?

The Companies Compliance Facilitation Scheme, 2026 (CCFS-2026) is a one-time compliance amnesty introduced by the Ministry of Corporate Affairs (MCA), Government of India, through General Circular No. 01/2026 dated 24 February 2026. It gives companies that have defaulted in filing their statutory annual documents with the Registrar of Companies (ROC) a three-month window — from 15 April 2026 to 15 July 2026 — to regularise those filings by paying only 10% of the additional fees that would otherwise be levied under the Companies Act, 2013. The scheme also offers reduced fees for dormant status conversions, voluntary strike-off, and immunity from penalty adjudication and prosecution under Sections 92 and 137 of the Act.

In practical terms, CCFS-2026 is the single largest reduction in ROC late-filing costs that MCA has announced since CFSS-2020 (the COVID-era scheme). For a private limited company with five years of pending AOC-4 and MGT-7 filings, the difference between filing normally and filing under CCFS-2026 can be several lakhs of rupees — the 90% reduction on additional fees, which typically accrue at Rs 100 per day per form, translates directly into hard cash savings.

CCFS-2026 is also a formal "last chance" signal. The circular explicitly states that after 15 July 2026 the Registrar shall initiate necessary action against companies that remain in default — adjudication under Sec 454, prosecution under Sec 447/448, director disqualification under Sec 164(2), and in extreme cases strike-off of the company's name under Sec 248(1). Companies that have been carrying backlog filings for years should treat CCFS-2026 as a hard deadline.

The scheme covers every class of company registered under the Companies Act, 2013 or its predecessor the Companies Act, 1956 — including private limited companies, public limited companies (unlisted), One Person Companies (OPC), Section 8 non-profits, and producer companies. Limited Liability Partnerships (LLPs) are NOT covered — they are governed by the LLP Act, 2008 and have their own settlement schemes when notified.

2. Why did MCA introduce CCFS-2026?

MCA's stated policy objective in the circular is to facilitate compliance by companies that are genuinely willing to come into compliance but are unable to do so because accumulated late fees have become prohibitive. Over the years, additional fees under Rule 12 of the Companies (Registration Offices and Fees) Rules, 2014 have accumulated to the point where many small and dormant companies owe more in late fees than they have in working capital. Without an amnesty window, such companies simply cannot afford to file, and end up in a compliance trap that ultimately harms both the MCA database and the companies themselves.

Three business drivers are visible behind the scheme:

• Clean up the MCA register. The MCA maintains a register of over 25 lakh active companies, but a significant portion of these have pending annual filings from multiple years. CCFS-2026 is a mechanism to clear this backlog and restore data integrity on the public register.
• Give dormant and inactive companies an exit path. Many companies that have stopped operating cannot file for dormant status or strike-off because they first need to regularise pending filings, and the late fees on those filings are more than the company's residual value. CCFS-2026 makes this exit economically feasible.
• Revenue collection through participation. By reducing the per-filing cost, MCA maximises the number of companies that will actually come forward to file. A 90% waiver on a high unit fee collected from many companies yields more revenue than a full fee that hardly anyone pays.

The scheme is also an implicit admission that the existing late-fee structure of Rs 100 per day per form, capped at 12 times the normal fee, has become unworkable for companies with multi-year backlogs. CCFS-2026 should be understood as a one-time correction — not a signal that late filing is now acceptable.

3. Legal framework and statutory basis

CCFS-2026 is a scheme of reduction, not of amendment. The Companies Act, 2013 itself has not been changed. Instead, MCA has used its powers under Section 460 read with Section 403 of the Companies Act, 2013 and Rule 12 of the Companies (Registration Offices and Fees) Rules, 2014 to reduce the additional fee for a limited period. The scheme references the following provisions:

• Section 92 of the Companies Act, 2013 — mandates filing of annual return in Form MGT-7 (or MGT-7A for small companies and OPCs) within 60 days of the AGM. Non-filing attracts penalty under Section 92(5) of up to Rs 50,000 for the company plus Rs 100 per day for continuing default, plus Rs 50,000 for every officer in default.
• Section 137 of the Companies Act, 2013 — mandates filing of financial statements in Form AOC-4 (or AOC-4 XBRL / AOC-4 CFS for specified companies) within 30 days of the AGM. Non-filing attracts penalty under Section 137(3) of Rs 1,000 per day of default, up to a maximum of Rs 10 lakh, plus penalty on officers in default.
• Section 164(2) — a director of a company that has failed to file annual returns or financial statements for any continuous period of three financial years is disqualified for the next five years.
• Section 248(1) — the Registrar has power to strike a company off the register if it has not filed annual returns or financial statements for two consecutive financial years.
• Section 455 & Companies (Miscellaneous) Rules, 2014 — permits an inactive company to apply for dormant status via Form MSC-1. CCFS-2026 reduces this fee by 50%.
• Section 248(2) & Rule 4 of Companies (Removal of Names) Rules, 2016 — permits voluntary strike-off via Form STK-2. CCFS-2026 reduces this fee by 75%.
• General Circular No. 01/2026 dated 24 February 2026 — the notification document that creates the scheme, its eligibility, its mechanics, and its end date.

Because CCFS-2026 is a circular, not an amendment, its terms can be extended, clarified, or tightened by further MCA circulars at any time during the window. Companies should monitor the MCA website and subscribe to MCA notifications during the scheme period.

4. Who is eligible for CCFS-2026?

The scheme is open to the following classes of companies that have defaulted on statutory filings as of 15 April 2026:

The scheme is automatic on the MCA V3 portal during the scheme window — there is no separate application form or pre-approval required. When a company files AOC-4 or MGT-7 during the window, the portal calculates the additional fee at 10% instead of 100%. Dormant and strike-off applications similarly get the reduced fee applied at upload.

5. Who is NOT eligible for CCFS-2026?

The following situations fall outside the scope of CCFS-2026:

• Limited Liability Partnerships (LLPs). LLPs are governed by the LLP Act, 2008 and have their own forms (Form 8, Form 11). CCFS-2026 does not apply to them.
• Companies whose name has already been struck off. Once the Registrar has removed a company from the register under Sec 248(1) or (2), it legally ceases to exist for filing purposes. Such companies must first obtain restoration through the NCLT under Sec 252. Only after restoration can they avail CCFS-2026 if the window is still open.
• Companies under CIRP (Corporate Insolvency Resolution Process) or liquidation where an NCLT-imposed moratorium prevents the company from taking corporate actions. The resolution professional or liquidator controls the company during this period.
• Vanishing companies as notified on the MCA website — companies that have not filed their statutory returns for a long period and whose directors are untraceable.
• Companies with adjudicated penalty orders where payment has been concluded. If the company has already paid a penalty order under Sec 454 for the same default, it cannot re-avail the immunity under CCFS-2026 for that default.
• Listed public companies — while technically eligible for the fee reduction on AOC-4 and MGT-7, they have separate continuous disclosure obligations under SEBI (LODR) regulations which the scheme does not affect. Listed companies should consult their company secretary before using CCFS-2026.
• Offences under special statutes like PMLA, Black Money Act, and Income-tax Act, 2025 — CCFS-2026 grants immunity only from Section 92 and 137 adjudication under the Companies Act. It does NOT extinguish liability under other laws.

6. What are the benefits of CCFS-2026?

Immunity condition: filings must be made under the scheme either (a) before an adjudicating officer issues a show-cause notice, or (b) within 30 days of such a notice being issued. If either condition is met, no penalty is levied and any in-flight proceedings under Sec 92 or Sec 137 are concluded in the company's favour.

In addition to the headline benefits, CCFS-2026 delivers several secondary advantages:

• Restoration of CIN activity status on MCA master data from "ACTIVE non-compliant" or "DORMANT" to "ACTIVE" once pending filings are cleared.
• Unblocking of new filings. The V3 portal blocks several forms (e.g. DIR-3 KYC, CHG filings, increase in authorised capital) if annual filings are in arrears. Clearing the backlog under CCFS-2026 unblocks these workflows.
• Preservation of directors' DIN. By filing within the scheme, directors avoid the Sec 164(2) automatic disqualification trigger for three consecutive years of non-filing.
• Restoration of access to bank financing. Most banks now check MCA compliance status when extending facilities; a company with active-compliant status has better access to working capital and term loans.
• Basis for restoration applications for companies whose names have been struck off — NCLT restoration orders typically require the company to demonstrate that it will immediately regularise its compliance, and CCFS-2026 provides the fee-reduction pathway to do so.

7. Fee calculation under CCFS-2026 — worked examples

The math is best understood with real numbers. The examples below use the standard MCA fee table for companies with authorised capital up to Rs 1 crore (most small private limited companies). Fees are illustrative and may vary with capital slab.

Important note: these worked examples exclude professional fees, Digital Signature Certificate (DSC) renewal, audit sign-off, and board / AGM paper preparation, which are separate costs. Virtual Auditor's professional fees for end-to-end CCFS-2026 handling start from Rs 4,999 per pending year for small private companies.

8. How to apply under CCFS-2026 — step-by-step

1. Identify pending filings. Run a gap analysis: list every financial year for which AOC-4 (financial statements) and MGT-7/7A (annual return) are unfiled. Download the master data from the MCA V3 portal to confirm.
2. Obtain / renew DSCs. Ensure that at least one active director has a valid Digital Signature Certificate. If the DSC has expired, renew it before starting the filing process.
3. Update DIR-3 KYC if needed. Directors whose KYC is pending should file DIR-3 KYC first — some forms may be blocked otherwise. The CCFS-2026 window does not reduce DIR-3 KYC fees, but clearing this is a prerequisite for AOC-4 / MGT-7 filing.
4. Prepare financial statements. For each pending year, get the Balance Sheet, Profit & Loss Account, Cash Flow Statement (where applicable), Notes to Accounts, and Board Report prepared and signed by the directors.
5. Complete statutory audit. Get each pending year's financials audited by the company auditor. The audit report, signed by the auditor, is mandatory for AOC-4.
6. Hold retrospective board and AGM meetings. Pass the necessary board resolutions (to adopt accounts, approve director's report, propose dividend if any) and AGM resolutions (to adopt audited accounts, ratify auditor appointment, propose dividend). Document with proper minutes.
7. Prepare Form AOC-4 and MGT-7 / MGT-7A for each pending year with all attachments: signed financials, board report, auditor's report, CSR report (if applicable), secretarial audit report (for applicable companies), and list of shareholders.
8. Log in to the MCA V3 portal. Use the authorised DSC of an active director to access the filing dashboard at mca.gov.in.
9. Upload and submit AOC-4. The V3 portal will automatically calculate the additional fee at 10% instead of 100% during the CCFS-2026 window. Verify the fee amount before payment.
10. Pay the filing fee. Use net banking, credit card, debit card, or NEFT. Save the Challan Reference Number (CRN) and the SRN generated on successful submission.
11. Upload and submit MGT-7 / MGT-7A. Same process. Verify the reduced fee.
12. Repeat for every pending year. Work chronologically from the oldest pending year to the most recent, so that each year's opening balance ties to the previous year's closing.
13. If applicable, file MSC-1 or STK-2. Companies seeking dormant status or strike-off should file these forms after clearing all pending annual filings.
14. Save the SRN receipts for every filing. Keep a single file with all SRNs, challan receipts, and filing acknowledgments. This is your evidence of having availed CCFS-2026.
15. Respond to any adjudication notice issued before or during the scheme window by referencing the CCFS-2026 filing SRN — immunity attaches automatically if filed within 30 days of the notice.
16. Update MCA master data and verify status. After all filings, check the company's MCA master data to confirm the status has moved from "ACTIVE non-compliant" to "ACTIVE".

Average turnaround when handled end-to-end by Virtual Auditor: 5–7 working days per pending year, assuming the client provides bank statements and invoices promptly.

9. Documents required checklist

For each pending financial year, the following documents are required:

10. Director liability and the Sec 164(2) disqualification question

One of the most common anxieties around pending annual filings is the risk of director disqualification under Section 164(2) of the Companies Act, 2013. This provision disqualifies a person from being appointed or continuing as a director of any company for a period of five years if the company in which he is a director has:

• Failed to file financial statements or annual returns for any continuous period of three financial years; OR
• Failed to repay deposits or interest thereon, or redeem debentures, or pay interest or declared dividend on due date and such failure continues for more than one year.

CCFS-2026 does NOT automatically reverse a Sec 164(2) disqualification that has already triggered. The scheme reduces the fee for the company to catch up on filings, but it does not operate retroactively on the director's personal status. However, completing the pending filings under the scheme is a necessary precondition for the director to seek relief from disqualification, which is typically done by:

• Approaching the jurisdictional High Court by writ petition, citing the completion of pending filings under CCFS-2026 as a mitigating ground;
• Applying for restoration of DIN activation with the MCA via email, enclosing the CCFS-2026 filing SRNs;
• In extreme cases, filing a condonation application before the Regional Director under Section 460 of the Companies Act.

Directors who are NOT yet disqualified (i.e., where the three-year continuous default has not yet completed) have the strongest incentive to use CCFS-2026 — it prevents the disqualification from triggering in the first place.

11. Special cases

11a. Inactive companies seeking dormant status (MSC-1 at 50% fee)

A company that has not been carrying on business or operations for two consecutive financial years, and has not made any significant accounting transactions, can apply to the Registrar for status of a dormant company under Section 455 by filing Form MSC-1. CCFS-2026 reduces the MSC-1 filing fee by 50%. Dormant status relieves the company from filing full annual returns going forward and keeps the company legally alive for future reactivation. Before applying, the company must clear all pending AOC-4 and MGT-7 filings up to the last active year.

11b. Voluntary strike-off (STK-2 at 25% fee)

A company that has been inactive for at least two financial years and has no outstanding liabilities can apply for voluntary removal of its name from the register under Sec 248(2) by filing Form STK-2. CCFS-2026 reduces the STK-2 filing fee from Rs 10,000 to Rs 2,500. The application must be accompanied by a board resolution, special resolution, statement of accounts certified by a CA (not older than 30 days), and affidavits from directors. Pending annual filings must be cleared before STK-2 can be accepted.

11c. Section 8 companies (non-profits)

Section 8 companies are eligible for CCFS-2026 fee reductions on AOC-4 and MGT-7 filings. In addition, they should ensure their Section 8 licence remains valid during the scheme period. Section 8 companies that wish to convert to regular company status or surrender their licence must comply with additional procedures under Rule 21 of the Companies (Incorporation) Rules, 2014, which are not subsumed by CCFS-2026.

11d. Companies under CIRP or liquidation

Companies admitted into the Corporate Insolvency Resolution Process (CIRP) under the Insolvency and Bankruptcy Code (IBC) are generally outside the scope of CCFS-2026 for the duration of the moratorium. The resolution professional or liquidator controls corporate actions during this period. Once a resolution plan is approved, the resolved entity may be able to use any remaining scheme window for post-CIRP compliance.

11e. Foreign company branch offices and Sec 380 filings

Foreign companies operating in India via branch, liaison, or project offices are required to file Form FC-1, FC-2, FC-3, and FC-4 under Section 380 and 381 of the Companies Act, 2013. CCFS-2026's fee reduction mechanism applies broadly to ROC filings with additional fees — foreign company branches should consult the MCA circular and their professional advisor to confirm specific form coverage.

12. Common mistakes to avoid during CCFS-2026

• Filing in the wrong order. Files for earlier years should be uploaded before later years so that the opening balances in each AOC-4 tie correctly to the previous year's closing.
• Ignoring DIN status. If any director's DIN is deactivated or disqualified, the DSC cannot be used to sign the form. Update DIR-3 KYC first.
• Missing the AGM retrospective. AOC-4 cannot be filed without a validly held AGM for that year. Board and AGM minutes must be prepared and dated for each backlog year.
• Failure to get audits signed. Even if the financials are ready, AOC-4 requires a signed auditor's report. Coordinate with the auditor early.
• Missing the 30-day window on adjudication notices. If a show-cause notice has been issued, the immunity attaches only if the company files within 30 days of that notice. Do not wait for scheme closure.
• Assuming strike-off clears all liabilities. Strike-off removes the company's name from the register but does not extinguish director personal liabilities for past acts, unpaid taxes, or pending litigation.
• Last-day submissions. The MCA V3 portal is notoriously slow in the final week of any scheme. File at least two weeks before 15 July 2026.
• Wrong form selection. Small companies and OPCs must file MGT-7A, not MGT-7. Filing the wrong form will be rejected and you may run out of time to re-file within the window.

13. Comparison with past amnesty schemes

CCFS-2026 is the latest in a series of ROC amnesty schemes that MCA has issued over the years. Understanding the lineage helps place CCFS-2026 in context:

How CCFS-2026 differs from CFSS-2020: CFSS-2020 provided a complete waiver of the additional fee (100% waiver), which was more generous. CCFS-2026 provides a 90% reduction, not a complete waiver, so there is still a residual cost. However, CCFS-2026 adds the dormant and strike-off fee reductions, which CFSS-2020 did not include. In terms of window length, CFSS-2020 ran for 9 months; CCFS-2026 is compressed to 3 months. Companies should not expect CCFS-2026 to be extended — the narrower window signals MCA's intent to close this as a discrete one-time event.

14. What happens after 15 July 2026?

The MCA circular explicitly states that after the scheme closes, the Registrar shall initiate necessary action against companies that remain in default. The expected enforcement sequence is:

1. Automated demand notices — the MCA V3 system will issue show-cause notices to companies with pending AOC-4 or MGT-7 filings as of 16 July 2026.
2. Adjudication proceedings under Sec 454. The adjudicating officer will initiate penalty proceedings against the company and its officers. Penalty under Sec 92(5) can be up to Rs 50,000 plus Rs 100 per day, and under Sec 137(3) can be up to Rs 10 lakh per year per company.
3. Director disqualification under Sec 164(2). Directors of companies that have had three consecutive years of non-filing will be automatically disqualified for the next five years.
4. Prosecution under Sec 447/448 for serious cases involving fraud or wilful non-compliance. Prosecution can result in imprisonment and heavy fines.
5. Strike-off action under Sec 248(1) for companies that have failed to file for two consecutive years and where the Registrar has reasonable cause to believe the company is not carrying on business.
6. Director DIN deactivation. Directors of disqualified companies will have their DINs deactivated on the MCA master data, preventing them from being appointed to any new company.

In short, the cost of non-compliance after 15 July 2026 will be significantly higher than the cost of compliance under CCFS-2026. For a 3-year-pending private company, the full penalty + adjudication cost could easily exceed Rs 1 lakh, versus the Rs 5,000–Rs 15,000 under the scheme.

15. Frequently Asked Questions

16. Expert Insight

17. Key Takeaways

• CCFS-2026 is a one-time amnesty window introduced by MCA Circular No. 01/2026 dated 24 February 2026.
• Window: 15 April 2026 to 15 July 2026 (91 calendar days).
• Fee reduction: 10% of the additional fee on AOC-4 and MGT-7/7A — an effective 90% waiver on late fees.
• Dormant status (MSC-1) fee: 50% of normal.
• Voluntary strike-off (STK-2) fee: 25% of normal (Rs 2,500 instead of Rs 10,000).
• Immunity from penalty proceedings under Sec 92 and Sec 137, and from Registrar-initiated prosecution, if filings are made within 30 days of any show-cause notice.
• Eligibility: all companies under the Companies Act, 2013 (and 1956) with pending annual filings. LLPs are NOT eligible.
• Director disqualification under Sec 164(2) is NOT automatically reversed, but CCFS-2026 filing is a necessary precondition for seeking High Court / Regional Director relief.
• After 15 July 2026: Registrar will initiate adjudication, prosecution, disqualification, and strike-off against companies still in default.
• Professional help is recommended for companies with more than 2 years of backlog, complex corporate history, or pending adjudication notices.

Related guides: Income-tax Act, 2025 Complete Guide · Annual ROC Filing — AOC-4 and MGT-7 · Presumptive Taxation · Corporate Tax Rates 2026-27 · Startup Taxation