DPT-3 Filing for Startups and MSMEs: Are You Compliant?

DPT-3 filing is a compulsory annual filing prescribed under the Companies Act, 2013, for all companies in India, with some exceptions such as government companies and entities regulated by other specialized regulators. Referred to as the Return of Deposits, Form DPT-3 Filing is mandatory for companies to provide and seek information from them as to (i) details of deposits, (ii) outstanding loans, and (iii) receipt of money or loans by a company but not considered as deposits, as of 31st March of each year. The fling covers a variety of monetary transactions, from secured to unsecured loans, director loans, inter-corporate loans, and advances overdue beyond the stipulated period.

The DPT-3 Form is aimed at promoting transparency and regulatory vigilance over a company's financial obligations, assisting the MCA in ascertaining the financial pattern of a company, discouraging incorrect classification of specific funds, protecting depositors, and allowing regulatory agencies to keep an eye on a company's financial dealings. For startups and MSMEs, on-time and accurate DPT-3 compliance is not only vital to avoid heavy penalties but also to preserve financial credibility, to build trust among the stakeholders, and to show that the company takes responsible corporate governance seriously.

The DPT-3 Form is a mandatory filling for all companies registered in India, including startups and MSMEs, with very limited exemptions. Understanding DPT-3 for Startups and DPT-3 for MSMEs ensures that these companies meet their legal obligations without errors. Here is what you need to know –

Who must carry out DPT-3 Filing?

All companies (except specified exemptions) must carry out DPT-3 Filing, including –

1. Private Limited Companies
2. Public Limited Companies
3. Small Companies
4. One Person Companies (OPC)
5. Dormant Companies

1. Any outstanding loan
2. Deposits
3. Advances
4. Any money received that is not considered a deposit under the Companies Act.

Who is Exempt from DPT-3 Filing?

The following entities are not required DPT-3 Filing –

1. Government Companies
2. Banking Companies
3. Non-Banking Financial Companies (NBFCs) registered with RBI
4. Housing Finance Companies registered with NHB

1. If your startup or MSME is incorporated as a company, you are required to file DPT-3, regardless of size or turnover, if you have any outstanding loans or receipts as of March 31st.
2. Sole proprietorships, partnership firms, and LLPs are not required to file DPT-3—this obligation is only for registered companies.

Types of Transactions Covered Under DPT-3 –

Form DPT-3 is designed to capture a comprehensive range of financial transactions involving the receipt of money by a company – whether or not these amounts are classified as deposits under the Companies Act, 2013. Here is what is covered –

All money received by the company that qualifies as a deposit under the Companies (Acceptance of Deposits) Rules, 2014, must be reported in DPT-3.

1. Loans from directors, shareholders, related parties, group companies (holding, subsidiary, associate), and third parties.
2. Loans and borrowing from financial institutions, banks, or commercial borrowings.
3. Secured and unsecured loans, including those backed by collateral or not.

1. Advances received for goods or services, if outstanding as of March 31st.
2. Advances against immovable property or as security deposits for the performance of contracts.
3. Subscription advances or share application money pending allotment.

1. Any money received by the company that does not fall under the definition of "deposit" but remains outstanding as of the reporting date.
2. Convertible notes received by startups.

Step-by-Step DPT-3 Filing Process –

• Examine Financial Transactions:Compile all existing deposits, loans, and non-deposit receivables (such as client advances and intercompany loans) as of March 31. Classify transactions as per the Companies (Acceptance of Deposits) Rules, 2014. 
• Perform a Financial Audit: Obtain an auditor's certificate attesting to the accuracy of stated amounts and the observance of deposit regulations. Check financial figures against loan contracts and bank records.
• Collect Necessary Documents: The businesses need to collect the below-mentioned documents.
• Log on to the MCA Portal: On the MCA portal, enter your registered login information. Navigate: To access DPT-3, navigate to "e-Filing" → "Company Forms" → "Deposit Related Filings".
• Complete the DPT-3 Form by entering the required information.
• Verify and Create XML: Look for mistakes to make sure there are no inconsistencies; use the "Check Form" option. To prepare the form for submission, click "Generate XML
• Submit & Pay Fees: Use the MCA portal to submit the form. Based on paid-up capital, pay the fee. For tracking purposes, a Service Request Number (SRN) is assigned.
• Attach Digital Signature: To verify the form, use the Director's DSC. To finish the procedure, confirm your submission.

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• Annual Filing Deadline: The DPT-3 Deadline for filing Form DPT-3 is 30th June of every year. This deadline applies to all companies required to report their deposits or outstanding receipts of loans or money not considered deposits for the financial year ending on March 31st.
• Financial Year Coverage: The form must report all relevant transactions and outstanding amounts as of March 31 of the previous financial year.
• Example: For the financial year 2024–25 (April 1, 2024–March 31, 2025), the DPT-3 filing deadline is June 30, 2025.
• Late Filing and Penalties: Filing after June 30th attracts late fees and penalties, including a flat penalty (e.g., Rs 5,000) and additional daily fines (Rs 500 per day) for continued non-compliance.

Mandatory Attachments -

1. Auditor's Certificate
2. Trust Deed (if applicable)
3. Instrument Creating Charge (if applicable)
4. Details of Liquid Assets

1. Deposit Insurance Contract
2. Outstanding Loan Details
3. Audited Financial Statements

Filing Form DPT-3 is a crucial compliance step, but companies often encounter avoidable errors that can lead to delays, penalties, or even legal complications. Here are the most common mistakes and practical tips to avoid them –

• Technical Issues and Portal Errors: Issues like the form not getting saved, incorrect pre-fill data, a blank form after making changes, or issues such as DSC registration and DSC validation are quite commonly reported.
• Incomplete or Inaccurate Information: Submitting the form with missing, incomplete, or incorrect financial details, such as outstanding loans, deposits, or advances.
• Missing Documentation: Not gathering all necessary documents, such as the auditor's certificate, trust deed, or details of outstanding receipts, leading to incomplete filing.
• Waiting Until the Last Minute: Delaying the filing process increases the risk of errors, technical glitches, and missing the deadline.
• Not Consulting Experts: Proceeding without professional advice can result in misinterpretation of rules or incorrect classification of transactions.
• Overlooking Non-Deposit Receipts: Failing to report money received that is not classified as a deposit but is still required to be disclosed in DPT-3.

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Failing to file Form DPT-3 on time or accurately can lead to severe monetary, legal, and reputational consequences for both the company and its officers. The following are the penalties for DPT-3 non-compliance -

• Initial Fine: A penalty of Rs 5000 is imposed on the company and each officer in default for missing the filing deadline.
• Daily Penalty: An additional fine of Rs 500 per day is levied for every day the default continues beyond the due date.

If the company fails to file DPT-3 and continues to accept deposits, the penalty can be higher than Rs 1 crore or twice the amount of deposits (up to a maximum of Rs 10 crore).

Officers in default may face fines ranging from Rs 25 lakh to Rs 2 crore and imprisonment for up to 7 years in cases of serious violations or wilful default.

• Show-Cause Notices: Regulatory authorities may issue notices to non-compliant companies, leading to further scrutiny.
• Legal Proceedings: Persistent non-compliance can result in lawsuits or other legal action against the company and its directors.

Tips for Hassle-Free DPT-3 Compliance –

Ensuring smooth and error-free DPT-3 filing requires careful preparation, attention to detail, and timely action. Here are practical tips to help you stay compliant and avoid common pitfalls –

• Start Early: Begin the process well before the June 30th deadline to allow ample time for collecting documents, reviewing financials, and addressing any technical issues.
• Review All Financial Transactions: Carefully examine all receipts, loans, advances, and deposits outstanding as of March 31st. This ensures you don't miss reporting any relevant transaction.
• Audit Financial Records: Have your company's financial records reviewed by a certified auditor to confirm accuracy and compliance with the Companies Act, 2023.
• Gather Required Documentation: Collect all necessary documents in advance.
• Ensure Valid Digital Signature Certificate (DSC): Make sure the DSC of the authorized signatory (Director, Manager, CEO, CFO, or Company Secretary) is valid and registered for seamless e-filing.
• File Through MCA Portal: Complete all sections of Form DPT-3 accurately and submit it via the MCA portal before the due date.

DPT-3 filing is more than just a regulatory formality; it is a must-do compliance for all the Startups and MSMEs which are companies and have been registered in India. Since DPT-3 requires disclosure of the outstanding money, loan, deposit and other receipts, it ensures transparency, induces financial discipline and safeguards the interests of stakeholders.

Missing the annual June 30th deadline or submitting incorrect information can lead to escalating penalties, including daily fines, substantial lump-sum penalties, and even legal action against company officers. The consequences of non-compliance are significant—not only financially but also in terms of reputation and future business opportunities.

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