DPT-3 Annual Return: How to File the Exempted Deposit Return by June 30

Most private limited companies do not accept public deposits. So when founders hear about DPT-3, their first reaction is: 'This doesn't apply to us.' That assumption is wrong - and it is the single most common reason for DPT-3 non-compliance. If your company has taken a loan from a director, received money from another company, accepted an advance from a customer that was not adjusted within 365 days, or received any unsecured borrowing - you must file DPT-3 by 30 June.

The MCA introduced DPT-3 in 2019 specifically because companies were receiving large sums of money that did not technically qualify as 'deposits' under the Companies Act but still needed regulatory visibility. These are called 'exempted deposits' - and your company almost certainly has at least one. This guide explains what qualifies, how to file, and what happens if you miss the 30 June deadline.

What Is Form DPT-3 and Why Was It Introduced?

Form DPT-3 is a return filed with the Registrar of Companies under Rule 16A of the Companies (Acceptance of Deposits) Rules, 2014, as amended in 2019. It requires every company (except exempt entities) to report all outstanding deposits, exempted deposits, and amounts received that are not classified as deposits, as of 31 March of each financial year.

The form was introduced through the Companies (Acceptance of Deposits) Amendment Rules, 2019, which mandated both a one-time return (covering 01 April 2014 to 31 March 2019) and an annual return (from FY 2019-20 onwards) to be filed every year by 30 June. The purpose is to provide the MCA with visibility into how much money companies are holding from various sources - even money that is technically not a 'deposit' under Section 73-76 of the Companies Act.

For every private limited company that has taken a loan from its director, received working capital from a group company, or holds customer advances beyond 365 days - DPT-3 is a mandatory annual filing. Ignoring it can result in penalties starting at Rs 1 crore.

Key Terms You Should Know

• Deposit (Section 2(31)): Any receipt of money by way of deposit or loan or in any other form by a company. This is a broad definition - which is why the Act then carves out 'exempted deposits' that are excluded from the strict deposit regulations but still require DPT-3 reporting.
• Exempted Deposit (Rule 2(1)(c)): Amounts received by a company that are specifically excluded from the definition of 'deposit' under Rule 2(1)(c) of the Deposit Rules. These include director loans, inter-corporate loans, bank loans, customer advances, and employee security deposits. They must be reported in DPT-3 even though they are not regulated as deposits.
• Rule 16A: The specific rule requiring companies to file annual returns of deposits and exempted deposits in Form DPT-3 with the ROC by 30 June each year. Introduced via the 2019 amendment.
• Four Purposes in DPT-3: The form has four radio buttons: (1) Return of Deposit, (2) Particulars of transactions not considered deposit (exempted deposits), (3) Both deposits and exempted deposits, (4) One-time return. Most private limited companies select option 2 - 'particulars of transactions not considered deposit.'
• Auditor Certificate: Mandatory attachment only when filing DPT-3 as 'return of deposits' or 'both.' Not required when filing only 'return of exempted deposits.' This distinction is critical for private limited companies that only have exempted deposits.
• Net Worth: DPT-3 requires disclosure of the company's net worth based on the latest audited balance sheet prior to the return date (31 March). For FY 2025-26, the net worth from the 31 March 2025 audited balance sheet is used.

Who Must File DPT-3 and Who Is Exempt?

The applicability is broad - the exemptions are narrow.

Must file:

• Private limited companies with any outstanding director loans, inter-corporate loans, or unsecured borrowings
• Public limited companies - broader applicability due to potential public deposits alongside accounting services
• OPCs with director loans or external borrowings outstanding as of 31 March
• Section 8 companies that have received grants or loans that are outstanding
• Insurance companies (per MCA webinar clarification - IRDAI-regulated companies are NOT exempt)
• Companies with zero revenue but outstanding loans - 'no business activity' does not exempt you

Exempt from DPT-3:

• Government companies (wholly owned/controlled by Central or State Government)
• Banking companies regulated by RBI
• Non-Banking Financial Companies (NBFCs) registered with RBI
• Housing Finance Companies registered with National Housing Bank
• Companies notified under Section 73(1) proviso by MCA
• LLPs - DPT-3 applies only to companies, not LLPs

What Qualifies as an Exempted Deposit? Complete Classification

These are the most common categories of exempted deposits that private limited companies must report in DPT-3.

Key insight: If your company has taken even Rs 1 of loan from a director, received working capital from a sister company, or holds a bank term loan - you have an exempted deposit and DPT-3 is mandatory. The threshold is zero - any outstanding amount triggers the filing requirement.

How to File DPT-3: Step-by-Step Process

1. Identify all outstanding deposits and exempted deposits as of 31 March. Review the company's balance sheet as of 31 March. Companies with properly maintained statutory audit records will have the balance sheet ready by April-May, providing 1-2 months to prepare DPT-3 data before the 30 June deadline.

2. Determine the correct purpose option in the DPT-3 form. Select the appropriate radio button: (1) Return of Deposit - if the company has accepted public deposits; (2) Particulars of transactions not considered deposit - if the company has only exempted deposits (most Pvt Ltd companies); (3) Both - if both categories exist; (4) One-time return - only for the initial filing covering 2014-2019 (already due).

3. Prepare the data for each outstanding amount. For each entry, record: lender name, PAN, amount received, date of receipt, amount outstanding as of 31 March, interest rate, security offered (if any), maturity date, and whether a charge has been created. Group by category (director loan, bank loan, inter-corporate, etc.).

4. Obtain auditor certificate if applicable. Auditor certificate is mandatory ONLY if filing 'return of deposits' or 'both.' If filing only 'return of exempted deposits' (option 2) - no auditor certificate is needed. This is a significant cost and time saving for private limited companies with only director loans and bank borrowings.

5. File on MCA V3 portal by 30 June. Log into MCA V3 portal. Navigate to e-Filing → Deposit Related Filings → DPT-3. Select the purpose, enter company details (CIN, net worth from latest audited balance sheet), and fill in the deposit/exempted deposit details. Attach supporting documents. Sign with Director's DSC. Pay the filing fee (based on authorised capital). Submit.

6. Retain the SRN and email confirmation. After successful submission, the MCA generates a Service Request Number (SRN) and sends email confirmation. Retain these for records. The ROC may query the filing - keep all supporting loan agreements, board resolutions, and bank statements ready for at least 8 years.

Documents Required for DPT-3 Filing

• Company's audited balance sheet for the relevant FY (net worth disclosure)
• List of all outstanding deposits with lender details, amounts, dates, and interest rates
• List of all exempted deposits with the same details
• Director loan declarations - each director must declare that the loan amount is not borrowed funds
• Board resolution authorising acceptance of loans from directors (Section 185/186 compliance)
• Loan agreements for inter-corporate borrowings and bank facilities
• Charge creation documents (if security is offered against any borrowing)
• Auditor's certificate (mandatory only for 'return of deposits' or 'both' - not for exempted deposits alone)
• Company's CIN, PAN, and email registered with MCA
• Director's Digital Signature Certificate (DSC) for signing the form
• Credit rating information (if applicable - required for companies accepting public deposits)

Does Your Company Need to File DPT-3? Common Scenarios

Common Mistakes to Avoid When Filing DPT-3

Mistake 1: Thinking DPT-3 does not apply because 'we don't accept deposits.' DPT-3 is not just about deposits - it covers exempted deposits and 'money not considered as deposits.' If you have a director loan of even Rs 50,000, you must file. The word 'deposit' in DPT-3 is misleading - think of it as 'return of all outstanding borrowings.'

Mistake 2: Not obtaining a director's declaration for director loans. Under Rule 2(1)(c)(viii), a loan from a director is treated as an exempted deposit only if the director provides a written declaration that the money lent is not borrowed. Without this declaration, the loan may be classified as a 'deposit' - triggering the full deposit regulations including auditor certificate, trust deed, and deposit insurance.

Mistake 3: Getting an auditor certificate when only exempted deposits exist. Per the DPT-3 help kit, auditor certificate is mandatory only for 'return of deposits' or 'both.' If your company has only exempted deposits (director loans, bank loans, inter-corporate loans), select option 2 ('particulars of transactions not considered deposit') - no auditor certificate needed. Companies with proper GST compliance and tax filing infrastructure often over-certify out of caution, but this adds unnecessary cost and delay.

Mistake 4: Not including bank loans in DPT-3. Bank loans, working capital facilities, and term loans are exempted deposits under Rule 2(1)(c)(ii). They must be reported in DPT-3 even though they are regulated by RBI. Many companies report only director loans and miss bank borrowings - resulting in an incomplete filing.

Mistake 5: Using the wrong net worth figure. DPT-3 requires the company's net worth from the 'latest audited balance sheet prior to the return date.' For the FY 2025-26 filing (due 30 June 2026), the net worth from the 31 March 2025 audited balance sheet is used - not 31 March 2026, because the FY 2025-26 audit may not be complete by June.

Penalties for Non-Filing or Late Filing of DPT-3

The penalty structure for DPT-3 is among the harshest in the Companies Act - disproportionately severe for what many consider a 'minor' filing.

Under Section 73(6), if a company accepts deposits in contravention of the deposit rules (including non-reporting), the company faces a penalty of minimum Rs 1 crore or twice the deposit amount, whichever is lower, extendable up to Rs 10 crore. Every officer in default is punishable with imprisonment up to 7 years and a fine of Rs 25 lakh to Rs 2 crore.

Under Rule 21 of the Deposit Rules, if a company fails to file DPT-3, both the company and every officer in default are punishable with a fine that may extend to Rs 5,000 per day of default (no upper cap). A 6-month delay can result in Rs 9 lakh in penalties.

Under Section 403 (additional filing fees), late filing on the MCA portal attracts the standard additional fee of Rs 100 per day - applied automatically at the time of filing. This is in addition to the Rule 21 penalty.

How DPT-3 Connects with Other Compliance Obligations

DPT-3 does not exist in isolation - it connects with multiple compliance streams. Director loans reported in DPT-3 must also comply with Section 185 (prohibition on loans to directors) and Section 186 (inter-corporate loans) of the Companies Act. Companies engaging auditor appointment services should ensure that the statutory auditor reviews the DPT-3 data as part of the year-end audit - CARO 2020 Clause 3(v) requires the auditor to comment on deposits accepted by the company.

For income tax purposes, loans from directors reported in DPT-3 must also be disclosed in Schedule BP of ITR-6 (loans and advances from related parties). Interest paid on director loans must be subject to TDS under Section 194A. Inconsistency between DPT-3 and ITR-6 disclosures can trigger scrutiny from both the ROC and the Income Tax Department.

For companies with bank borrowings, the DPT-3 filing provides an additional layer of verification. Banks reviewing the company's MCA master data can see whether the company has reported its borrowings accurately. Discrepancies between bank records and DPT-3 disclosures create governance concerns that can affect credit ratings and borrowing limits.

Deposit vs Exempted Deposit vs Not Applicable: Quick Reference

Key Takeaways

DPT-3 is mandatory for every company (except government, banks, NBFCs, HFCs) that has any outstanding deposits, exempted deposits, or money not classified as deposits as of 31 March. The due date is 30 June each year.

Most private limited companies have exempted deposits - director loans, bank loans, and inter-corporate borrowings are the most common. Even Rs 1 of outstanding director loan triggers the DPT-3 requirement.

The form has four purposes - most Pvt Ltd companies file under 'particulars of transactions not considered deposit' (option 2), which does not require an auditor certificate. Select the wrong option and you may need unnecessary certification.

The penalty for non-filing is disproportionately severe: minimum Rs 1 crore or twice the deposit under Section 73, plus Rs 5,000/day under Rule 21, plus Rs 100/day additional filing fee under Section 403. Officers face up to 7 years imprisonment.

Director loans require a written declaration from the director confirming the amount is not borrowed. Without this declaration, the loan becomes a 'deposit' - triggering trust deed, deposit repayment agent, and full deposit compliance.

Need Help Filing DPT-3 Before the June 30 Deadline?

DPT-3 requires accurate classification of every outstanding amount - director loans need declarations, bank loans need charge verification, and inter-corporate borrowings need Section 186 compliance. Filing under the wrong purpose (deposit vs exempted deposit) can trigger unnecessary auditor certification or, worse, expose the company to deposit acceptance regulations it never intended to trigger.

Explore our accounting services for comprehensive annual compliance support including DPT-3 preparation, director loan documentation, and MCA filing coordination.

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