CCFS-2026 Closed: Restoration, Adjudication and Next Steps

Legal basis: Companies Act, 2013 — Sections 248, 252, 454, 164(2)(a) and 167(1)(a)/(2), read with General Circular No. 04/2026, Ministry of Corporate Affairs. Effective: Scheme closed 15 September 2026 (circular dated 31 August 2026). Source: MCA circular — https://www.mca.gov.in/content/mca/global/en/notifications-tender/circulars.html. Last reviewed by CA Harun Raaj: September 2026.

The Companies Compliance Facilitation Scheme 2026 (CCFS-2026) closed on 15 September 2026, and with it, the 90% waiver on additional ROC filing fees is gone. If your company had pending annual returns or financial statements that did not get filed between 24 February and 15 September 2026, you are now dealing with full fees, live adjudication exposure, and — for some directors — an automatic disqualification clock that may already have run.

This is not a moment to wait and see. Every day of further delay adds to the additional fee, and for companies approaching a third consecutive year of default, it decides whether a director stays eligible to sit on other boards.

What Changes From 16 September 2026

During the CCFS-2026 window, companies paid only 10% of the applicable additional fee for filing overdue MGT-7, MGT-7A, AOC-4 series, ADT-1, FC-3 and FC-4 forms. From 16 September 2026:

• Full additional fee applies — ₹100/day for MGT-7 and AOC-4 defaults under Sections 92(5) and 137(3), subject to statutory caps.
• Section 454 adjudication by the ROC can resume, naming the company and every officer in default.
• Section 248 suo-motu strike-off can be initiated against companies with long-standing non-filings.
• Section 164(2)(a) director disqualification becomes an active risk for directors of companies in their third consecutive year of default.

Key point: The 90% fee waiver under CCFS-2026 ended on 15 September 2026, and full additional fees under Sections 92(5) and 137(3) of the Companies Act 2013 now apply to overdue ROC filings.

The Three Positions Companies Can Be In

Filing Now on an Active Company

If your company still shows as Active on the MCA portal, filing is possible today. Expect to pay the normal ROC filing fee on a sliding scale based on paid-up capital, plus the full additional fee — ₹10,000 + ₹100/day (capped at ₹2,00,000 for the company and ₹50,000 for the officer in default) for MGT-7/AOC-4 defaults, with Section 446B halving these amounts for small companies. The ROC may still issue a Show Cause Notice under the Companies (Adjudication of Penalties) Rules, 2014, naming the company and every officer in default under Section 454.

An adjudication penalty under Section 454 is a one-time settlement. A director disqualification under Section 164(2)(a) is a five-year event that follows the individual across every board they sit on. Filing now — even at full fees, and accepting the adjudication exposure — is the outcome-focused path for the company and its officers.

Struck Off? Section 252 Is the Route Back

If the ROC has already struck off the company's name under Section 248 for failure to file annual returns for two or more years, a struck-off company cannot file any pending return until it is restored — restoration comes first.

Under Section 252 of the Companies Act 2013, any member, creditor, workman, or the company itself may apply to the NCLT for restoration, within 20 years from the date of strike-off. The NCLT may order restoration if satisfied that the company was carrying on business, or that restoration is just and equitable. On restoration, all pending filings must then be made, and the company is treated as if it had never been struck off.

A restoration petition typically needs a CA certificate of assets and liabilities, an affidavit by the directors, and evidence of business activity — the kind of documentation a Chartered Accountant or Company Secretary is best placed to assemble and certify for the NCLT.

Director Disqualification Under Section 164(2)(a): What It Actually Bars

Section 164(2)(a) disqualifies a director for five years if the company fails to file its financial statements (Section 137) or annual return (Section 92) for any three consecutive financial years. As of September 2026, a company with unfiled returns for FY 2022-23, FY 2023-24 and FY 2024-25 triggers this bar. The practical fallout for the director: a five-year block from appointment or reappointment in any company, and DIN deactivation by the ROC, which blocks all MCA filings across all directorships. Acting as a director after disqualification attracts a fine of ₹1 lakh to ₹5 lakh under Section 167(2) — imprisonment was removed by the Companies (Amendment) Act, 2020.

The Companies (Amendment) Act, 2019 inserted a proviso to Section 167(1)(a): vacation of office on the ground of Section 164(2) applies to all companies except the one in which the default occurred. So a director in a compliant Company B vacates that office, but remains a director — and remains liable to file the pending returns — in the defaulting Company A.

Next 30 Days: What to Check

• Verify company status on the MCA master data (mca.gov.in/MCA21).
• Count the number of consecutive financial-year defaults — three years triggers Section 164(2)(a).
• If Active, file pending returns at full additional fee without further delay.
• If struck off, begin preparing the Section 252 restoration petition, including the CA certificate of assets and liabilities.
• If a director is already disqualified, identify every other directorship and confirm which offices continue under the Section 167(1)(a) proviso.
• Do not accept a new directorship anywhere during the five-year disqualification period.

I'm CA Harun Raaj, Visakhapatnam. If your company missed the CCFS-2026 window, or a directorship is at risk under Section 164(2)(a), get in touch before further additional fees or adjudication proceedings accumulate.

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See Also

• MCA's Ind AS Amendment Rules 2026: ESG Loans, SPPI Test and Hedge Accounting Explained
• Corporate Laws (Amendment) Bill 2026: What Changes for India Inc
• One audit a year isn't enough: Section 129 vs bank MIS

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