# Section 137 – Copy of FS to be Filed with ROC
## 1. Time Limit
### (a) If AGM is held
File FS with ROC within 30 days of AGM.
### (b) If AGM is NOT held
File unadopted FS with ROC within 30 days of the due date of AGM, along with reasons for non-holding.
### (c) If FS are NOT adopted at AGM
File unadopted FS with ROC within 30 days of AGM (provisional). Later, after adoption at adjourned AGM, file adopted FS within 30 days of adjourned AGM.
## 2. Forms for Filing
| Form | Purpose |
|---|---|
| AOC-4 | Filing of standalone Financial Statements |
| AOC-4 CFS | Consolidated Financial Statements |
| AOC-4 NBFC (Ind AS) | NBFCs reporting under Ind AS – Standalone |
| AOC-4 CFS NBFC | NBFCs reporting under Ind AS – Consolidated |
| AOC-4 XBRL | Listed companies, Indian subsidiaries of listed cos, paid-up capital ≥ ₹5 cr, turnover ≥ ₹100 cr, and companies covered under Ind AS (XBRL is exempted for NBFCs, Banking, Insurance & Power sector – they use specific forms) |
## 3. Disclosure in Annual Return
The fact and reasons for not adopting FS at AGM, or for not holding AGM, must also be disclosed in the Annual Return (Form MGT-7/7A).
## 4. Contravention
- Penalty on company and officer responsible for filing
- The person responsible for filing FS with ROC is:
1. MD or CFO
2. In absence – Director charged with such responsibility
3. In absence – All directors of the company
- Penalty: As per the section (default → continuing default with daily fine up to ₹5,000 max ₹10,000)