1. Introduction
Form DPT-3 is a critical compliance requirement under the Companies Act, 2013, designed to enhance transparency on deposits and borrowings by companies. It captures the outstanding deposits as on 31st March every year and must be filed annually with the Registrar of Companies (ROC) by 30th June.
2. Legal Framework
| Provision | Description |
|---|---|
| Section 73 to 76A, Companies Act, 2013 | Regulate acceptance, repayment, and deposit-related disclosures |
| Rule 16, Companies (Acceptance of Deposits) Rules, 2014 | Prescribes Form DPT-3 filing procedure and details |
| MCA Circulars & Notifications | Clarify exemptions, procedural relaxations, timelines, and CA certification requirements |
| Companies (Acceptance of Deposits) Amendment Rules 2020 | Introduce updates on exemptions and filing norms |
| Tax Audit Provisions (Section 44AB & Form 3CD Clause 31) | Require reporting of deposit/loan transactions and reconciliation with audited financial statements |
3. Definition of Deposit (Section 2(31), Rule 2(1)(c))
A “Deposit” broadly includes:
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Any receipt of money by way of deposit or loan or in any other form by a company.
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Money accepted by companies, except those specifically exempted.
Important: Deposit includes principal and interest accrued but unpaid.
4. Exemptions Under Rule 2(1)(c)
| Exemption Category | Rule Reference | CA Certificate Required | Reporting Column in DPT-3 |
|---|---|---|---|
| Loan from directors or relatives with declaration | 2(1)(c)(viii) | No | Exempt Borrowings |
| Inter-Corporate Loans | 2(1)(c)(vi) | No | Exempt Borrowings |
| Loans from banks/financial institutions | 2(1)(c)(iii) | No | Exempt Borrowings |
| Advances from customers (settled within 365 days) | 2(1)(c)(xii) | No | Exempt Borrowings |
| Security deposits from employees | 2(1)(c)(xiv) | No | Exempt Borrowings |
| Share application money (allotted within 60 days) | 2(1)(c)(vii) | No | Exempt Borrowings |
5. What to Report as Deposits?
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All deposits as defined by law including:
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Unsecured loans/advances not covered by exemptions.
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Public deposits accepted from the public or members.
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Share application money pending allotment beyond prescribed timelines.
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Interest accrued but unpaid on deposits or loans.
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Accrued interest must be added to principal outstanding as on 31st March.
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Unsecured loans without supporting declarations or from related parties exceeding thresholds.
6. Classification in Form DPT-3
| Column in DPT-3 | What to Report |
|---|---|
| Deposits | Amounts that fall under the “deposit” definition, including interest accrued |
| Exempt Borrowings | Loans and advances specifically exempted by the Rules |
| Others (if any) | Any other outstanding borrowings not classified above |
7. Mandatory Attachments
| Attachment | Applicability | Details/Requirements |
|---|---|---|
| CA Certificate | Mandatory if deposits reported | Must certify accuracy, classification & completeness. Certificate must mention: "Provisional data due to pending audit," if applicable. |
| Board Resolution | Mandatory | Approval for filing DPT-3 |
| Schedule of loans, deposits, advances | Mandatory | Detailed ledger balances, loan agreements, customer advances, etc. |
| Interest Accrual Working | Recommended | Showing principal + accrued interest calculation as on 31st March |
8. Filing Timeline & Procedural Nuances
| Process Step | Timeline | Notes |
|---|---|---|
| Cut-off date for data | 31st March | Extract balances as on 31.03. |
| Filing due date for DPT-3 | 30th June | Strict deadline; no extension. |
| Finalisation of audited financials | Usually July–August | Usually post filing of DPT-3 |
| Tax audit filing (Form 3CD) | By 30th Sept / 31st Oct | Includes reporting under Clause 31 |
8.1 Challenge: Timing Gap
DPT-3 filing is before final audit and tax audit completion → leads to provisional reporting.
8.2 Best Practice
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Use trial balance / provisional financials as at 31st March.
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Coordinate with auditors early for provisional certificate.
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Maintain detailed reconciliation worksheets for post-audit differences.
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Attach a disclaimer in CA certificate noting provisional nature.
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Post-filing, reconcile actual audited figures with DPT-3 reported figures.
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Record variances and explanations in Board/Audit Committee minutes.
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Preserve all working papers for ROC inspection.
9. CA Certificate: Key Points
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Certify classification of deposits and exempt borrowings.
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Confirm amounts as per books/records.
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Disclose that data is provisional, where final audit is pending.
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Keep certificate wording clear about provisional basis if applicable.
10. Reconciliation With Tax Audit (Form 3CD Clause 31)
| Aspect | DPT-3 | Tax Audit Clause 31 | Financial Statements | Key Focus |
|---|---|---|---|---|
| Loan Amounts | Provisional outstanding deposits and borrowings | Disclosure of loans/deposits and compliance | Final audited balances | Reconciliation for mismatches |
| Interest | Accrued interest included | Interest payable on deposits/loans reported | Accrued interest as per final audit | Matching accrued interest |
| Classification | Deposits vs Exempt Borrowings | Correct classification | Final classification in FS | Consistency required |
11. Treatment of Interest
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Interest accrued but unpaid on deposits or loans as of 31st March must be included in DPT-3 principal outstanding.
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Interest may convert exempt borrowing into deposit if it crosses threshold or timelines.
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Provision for interest must be consistent across tax audit and financial statements.
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Non-inclusion leads to non-compliance and possible penalties.
12. Common Mismatches & How to Handle
| Issue | Cause | Resolution/Guidance |
|---|---|---|
| Deposits shown in DPT-3 but not in audit | Timing difference, post-filing repayments | Document and explain in reconciliation notes |
| Interest not matching tax audit figures | Different accrual policies | Align with auditor, revise provision if feasible before audit completion |
| Loans classified as exempt borrowings wrongly | Misinterpretation of rules | Refer to MCA circulars and confirm with CA certificate |
| Share application money delays | Pending allotment beyond 60 days | Treat as deposit and disclose |
13. Penalties & Legal Risks
| Non-compliance | Penalty/Consequences |
|---|---|
| Late or non-filing of DPT-3 | ₹5,000 + ₹500/day till default (Section 76A) |
| Accepting deposits without compliance | ₹1 crore or twice deposit amount (Section 73/74) |
| Default by officers in charge | Fine up to ₹5 lakh + possible imprisonment |
| Wrong classification leading to non-disclosure | ROC notices and penalties |
14. Key Caution Points
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Do not ignore exemptions – report separately.
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Always include accrued interest.
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Finalize provisional data early to meet 30 June deadline.
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Coordinate with auditors for provisional CA certificate.
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Keep detailed reconciliations for audit and ROC scrutiny.
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File every year even if no new deposits.
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Avoid late filing or underreporting due to heavy penalties.
15. Summary Checklist for DPT-3 Filing
| Step | Action |
|---|---|
| 1 | Identify all deposits and borrowings as on 31st March (incl. interest) |
| 2 | Segregate exempt borrowings under Rule 2(1)(c) |
| 3 | Extract provisional figures from trial balance |
| 4 | Obtain CA certificate (provisional if audit pending) |
| 5 | Prepare board resolution approving filing |
| 6 | Attach all schedules and reconciliations |
| 7 | File DPT-3 on MCA portal before 30th June |
| 8 | Post audit, reconcile figures with tax audit and FS |
| 9 | Record variance explanations in board minutes |
| 10 | Retain all documents for minimum 5 years |
16. Practical Example
| Particulars | 31.03.2025 Trial Balance (Provisional) | Audited Financials | Tax Audit Form 3CD | Remarks |
|---|---|---|---|---|
| Loan from Directors | ₹50,00,000 | ₹50,00,000 | ₹50,00,000 | Exempt Borrowing |
| Customer Advance (pending >365 days) | ₹10,00,000 | ₹10,50,000 | ₹10,50,000 | Treated as Deposit; accrued interest included |
| Public Deposits | ₹20,00,000 | ₹19,75,000 | ₹19,75,000 | Partial repayment post DPT filing |
| Interest accrued on deposits | ₹2,00,000 | ₹2,00,000 | ₹2,00,000 | Included in principal for DPT |
17. Useful MCA Circulars and References
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MCA Circular dated 31.01.2019 on DPT-3 Filing
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MCA Notification dated 05.12.2019 (Amendments to Deposit Rules)
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MCA FAQs on Deposit Rules and Form DPT-3
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Companies (Acceptance of Deposits) Amendment Rules, 2020
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CBDT Circulars on Tax Audit reporting related to deposits
18. Concluding Remark
Form DPT-3 filing is not just a compliance formality but a vital tool to ensure financial discipline, transparency, and regulatory adherence. Early coordination between finance, audit, and compliance teams, and maintaining meticulous records and reconciliations are the keys to seamless compliance.
