By CA Surekha Ahuja
The Definitive Professional Guidance Note for Companies, Directors and Compliance Advisors
(Issued vide General Circular No. 01/2026 dated 24 February 2026 by the Ministry of Corporate Affairs)
Executive Context — Why CCFS-2026 Is a Regulatory Turning Point
The Companies Compliance Facilitation Scheme, 2026 (CCFS-2026) is not a routine amnesty or a cosmetic fee-reduction exercise. It is a targeted regulatory reset designed to correct chronic annual-filing failures that have distorted MCA-21 records since 2018 and constrained the formal economy.
The scheme serves four clear regulatory objectives:
• Restoration of data integrity on MCA-21
• Re-enabling MSMEs and private companies for banking, tenders and investments
• Segregation of curable governance lapses from enforcement-worthy violations
• Preparation for post-scheme mass enforcement, adjudication and strike-off
The compliance window is strict and non-extendable:
15 April 2026 to 15 July 2026
After this date, the regulatory posture shifts decisively from facilitation to enforcement.
Legal Nature of the Scheme — Precise Boundaries
CCFS-2026 is an administrative relaxation, not a legislative amendment.
What the Scheme Achieves
• 90 percent waiver of additional fees for specified filings
• One-time regularisation of multi-year annual defaults
• Limited immunity from penalty and prosecution for select sections
• Discounted pathways for dormant status or voluntary strike-off
What the Scheme Does Not Do
• It does not override the Companies Act, 2013
• It does not nullify adjudication orders already passed
• It does not cover all forms or all defaults
• It does not sanitise fraudulent or substantive violations
This distinction is critical for responsible professional advice.
Forms Covered Under CCFS-2026
(Only current, operative forms)
The scheme is form-specific, not default-specific.
| Compliance Area | Current Form | Section |
|---|---|---|
| Annual Return | MGT-7 / MGT-7A | 92 |
| Financial Statements | AOC-4 / AOC-4 XBRL / AOC-4 CFS | 137 |
| Auditor Appointment | ADT-1 | 139 |
| Foreign Company Filings | FC-3 / FC-4 | 381 |
| Dormant Status | MSC-1 | 455 |
| Voluntary Strike-off | STK-2 | 248 |
Key Characteristics
• Any prior year eligible
• No cap on period of delay
• Applicable to resident companies
Fee Structure — The Economic Core of CCFS-2026
Additional Fee Relief
• 90 percent waiver of additional fees
• Only 10 percent of applicable additional fee payable
• Normal filing fees remain unchanged
Practical Impact
For companies with 3–5 years of pending AOC-4 and MGT-7 filings, savings typically range between:
₹1 lakh to ₹5 lakh per company
For MSMEs, this often determines whether compliance revival is viable at all.
Penalty and Prosecution Immunity — Exact Legal Position
Sections 92 and 137
Where MGT-7 / MGT-7A and AOC-4 are filed:
• Before an adjudication order, or
• Within 30 days of notice
→ No penalty proceedings shall be initiated
Other Covered Forms (ADT-1, FC-3, FC-4)
• Immunity applies only where no prosecution or adjudication has commenced
• Existing orders remain enforceable
CCFS-2026 is not a compounding or settlement scheme.
Absolute Exclusions — Areas Where No Relief Exists
Charge-Related Forms (Completely Outside the Scheme)
• CHG-1
• CHG-4
• CHG-9
Charge filings affect creditor rights and operate under strict statutory timelines.
➡ Full fees payable
➡ No waiver or immunity
➡ Errors continue to impair balance-sheet credibility
Other Excluded Filings
• DIR-3 KYC
• DPT-3
• MGT-14
• INC-22 / INC-22A
• Companies with final STK-7 notice
• Amalgamated or dissolved entities
• Vanishing companies
• Companies already declared dormant
Cost Records and Cost Audit Defaults
CCFS-2026 does not grant direct immunity for defaults relating to:
• Cost records maintenance
• Cost auditor appointment
• Cost audit reporting
These arise under Section 148 and are governed by separate adjudication mechanisms.
Critical Practical Insight
Where AOC-4 filings for the relevant years are pending and are regularised under CCFS-2026:
• Continuing default arguments weaken
• Bona fide corrective intent is demonstrable
• Penalty exposure during adjudication is often materially reduced
The scheme therefore functions as risk mitigation, not absolution, in cost-related matters.
Dormant Status vs Strike-Off — Strategic Deployment
Dormant Status (MSC-1)
Appropriate where:
• Licences, IP or brand value exist
• Revival remains a commercial possibility
Benefit:
• 50 percent of normal fee
• Minimal annual compliance thereafter
Voluntary Strike-off (STK-2)
Appropriate where:
• No assets or liabilities exist
• No future business intent remains
Benefit:
• 25 percent of normal fee
• Permanent compliance closure
A wrong choice here can permanently foreclose future options.
Professional Execution Framework — Best Practice
Step 1 — Compliance Diagnosis
• Review MCA Master Data
• Identify missing AOC-4, MGT-7, ADT-1 years
• Check adjudication and STK status
Step 2 — Document Readiness
• Finalise financial statements
• Regularise auditor position
• Ensure DIN KYC and DSC validity
• Reconcile banking and loan balances
Step 3 — Filing Sequence (Non-Negotiable)
-
AOC-4 / AOC-4 CFS
-
MGT-7 / MGT-7A
-
ADT-1
-
MSC-1 or STK-2, where applicable
Step 4 — Evidence Preservation
• SRNs
• Challans
• Acknowledgements
These are critical for future immunity and defence.
Post-15 July 2026 — The Enforcement Reality
Companies ignoring CCFS-2026 should realistically expect:
• Heightened ROC scrutiny
• STK-7 public strike-off actions
• Prosecutions under Sections 92 and 137
• Director disqualification drives
• Banking, tender and due-diligence failures
• Costly compounding proceedings
There is no credible signal of another broad amnesty.
Final Professional Conclusion
CCFS-2026 is surgical, time-bound and unforgiving of inaction.
It rewards timely correction of annual governance failures, not structural non-compliance.
Those who act:
• Save substantial cost
• Restore MCA credibility
• Reopen commercial and financial channels
Those who do not:
• Face irreversible enforcement
• Lose exit flexibility
• Carry permanent compliance risk
This is a compliance reset window — not a forgiveness charter.
