DPT-3 (Return of Deposits and Exempted Money)

What Is DPT-3?

Form DPT-3 is the yearly return that almost every Indian company — private or public, foreign-owned or domestic — files with the Registrar of Companies (RoC) to report two things at once: any deposits it holds, and any money it has received that the deposit rules say is not a deposit even though it looks like one. The form itself states that it operates "Pursuant to Rule 16 and 16A of the Companies (Acceptance of Deposits) Rules, 2014," and its purpose field offers four options: a return of deposits; a return of particulars of transactions not considered as deposit under rule 2(1)(c); a single combined return covering both; and the historic one-time return for outstanding money or loan received between 1 April 2014 and 31 March 2019, which MCA has left on the form. Only one option can be selected, so a company with both deposits and excluded receipts files the combined return.

For a foreign-owned Indian subsidiary, DPT-3 is one of the filings that catches people off guard, because most such subsidiaries never accept a "deposit" in the everyday sense. They are still very likely to have to file, because the second half of the form — the "exempted" or non-deposit receipts — sweeps in intercompany funding arrangements that are extremely common in a subsidiary structure, such as loans the Indian company has taken from its foreign parent or from a group company.

Why the Return Has Two Parts

The Companies Act, 2013 restricts most companies from raising money by way of "deposit" from the public or from their own members, subject to conditions set out in Section 73 and Section 76. That prohibition carries its own penalty, separate from anything to do with filing DPT-3: under Section 76A, a company that accepts or invites deposits in contravention of Section 73 or Section 76 is punishable, in addition to repaying the deposit and the interest due, with a fine of not less than ₹1 crore or twice the deposit accepted, whichever is lower, extending to ₹10 crore, and every officer in default with imprisonment of up to seven years and a fine of ₹25 lakh to ₹2 crore. To make that restriction workable, the Companies (Acceptance of Deposits) Rules, 2014 carve certain kinds of money out of the very definition of "deposit" in rule 2(1)(c) — so that ordinary trade credit, inter-corporate loans, and similar receipts are not treated as unlawful or restricted deposit-taking in the first place. But the rule-makers did not want these excluded amounts to disappear from the public record entirely. The deposit rules still require companies to report these non-deposit receipts, and DPT-3 — which MCA issues under rules 16 and 16A together — is where that disclosure happens, in the part of the form headed "particulars of transactions by a company not considered as deposit as per rule 2(1)(c)."

The form reproduces the rule 2(1)(c) list in full at field 15, and the heads a foreign-invested company is most likely to be reporting under are:

• Money received from foreign governments, foreign or international banks, multilateral financial institutions, foreign government-owned development financial institutions, foreign export credit agencies, foreign collaborators, foreign body corporates, foreign citizens, foreign authorities, or persons resident outside India, subject to the Foreign Exchange Management Act, 1999.
• "Any amount received by the company from any other company" — the head that covers an ordinary inter-corporate loan.
• Loans or facilities from banking companies, the State Bank of India and its subsidiaries, notified banking institutions, corresponding new banks, and cooperative banks; and loans or financial assistance from public financial institutions, regional financial institutions, insurance companies, and scheduled banks.
• Money received from a person who was a director of the company at the time of receipt, or from a relative of a director of a private company.
• Subscription money held against securities pending allotment, so long as it is appropriated only against the amount due on allotment.
• Business receipts: advances for the supply of goods or services appropriated within 365 days, advances against immovable property, security deposits for performance of a contract, long-term project advances for capital goods, and warranty or maintenance advances.
• Amounts from the Central Government, a State Government, a local authority, or a statutory authority, or amounts whose repayment either government guarantees.
• Secured bonds or debentures carrying a first or pari passu charge, debentures compulsorily convertible into shares within ten years, and listed unsecured non-convertible debentures.
• Convertible notes of ₹25 lakh or more issued by a startup company in a single tranche, and money from Alternative Investment Funds, domestic venture capital funds, infrastructure investment trusts, real estate investment trusts, and SEBI-registered mutual funds.

In practical terms, this means a company that has taken a loan from its holding company, or that is carrying an unsecured loan from a group entity, can correctly say it holds "no deposits" under Section 73 while still being required to report that loan every year on DPT-3. The two questions — "do you hold deposits" and "do you hold money the rules exclude from that definition" — are answered on the same form, and answering only the first one is the most common way companies under-file.

Who Has to File, and Who Is Exempt

MCA's instruction kit for the form states that "a company other than a government company is required to file return of deposits in webform DPT-3 in respect of deposits accepted by the company, with the RoC on or before 30th day of June every year, furnishing all information therein as on the 31st day of March of that year." Read literally, that covers private limited companies, public companies, one-person companies, and Section 8 companies alike — government companies are the exemption the kit calls out by name. There is no separate small-company or zero-transaction carve-out mentioned on the form: a company with no deposits and no rule 2(1)(c) receipts to report still needs to work through the applicability question, not assume the filing does not apply to it.

What Gets Reported and As Of When

The reporting date is fixed: figures are stated "as on the 31st day of March" of the relevant financial year, even though the form itself is not due until three months later. This gap matters operationally — the outstanding balances on any related-party loans, the closing figures for any deposit accounts, and the auditor's certificate all need to be pinned to the 31 March position, not to whatever the balances happen to be when the form is actually prepared and filed in May or June.

Certification and Signing

The form requires a declaration by the company's statutory auditor covering the particulars of deposits and the particulars of liquid assets, with the auditor's designation field restricted to "Chartered Accountant" and only a membership number accepted in that field. On the company side, the form is digitally signed by a director using an approved Director Identification Number (DIN), by a manager, CEO, or CFO using an approved DIN or a valid income-tax PAN, or by a Company Secretary using a membership number. It cannot be signed by a director, manager, Company Secretary, CEO, or CFO in respect of whom a Form DIR-12 or DIR-32 is pending for processing, and the signing director's DIN must not be flagged for disqualification. The figures entered must also tie back to supporting records — MCA's kit specifically calls out that amounts must match the company's "List of depositors."

Filing Fee and Late Fee

DPT-3 carries the same government filing fee structure MCA uses for most company e-forms, based on nominal share capital, with a flat fee for companies that have no share capital:

Unlike the flat per-day late fee that applies to filings such as MGT-7 and AOC-4, a late DPT-3 is charged as a multiple of the normal fee, scaled to how far past 30 June the filing runs:

Why This Matters for a Foreign Company or Investor

Two features of DPT-3 make it a recurring trap for foreign-invested Indian entities. First, the intercompany funding that is completely routine in a global group — a parent extending working-capital support to its Indian subsidiary, or one group company lending to another — is exactly the kind of receipt rule 2(1)(c) excludes from "deposit" but rule 16A still requires the company to disclose. Treating that support as automatically outside DPT-3's scope, simply because it is a related-party loan and not a public deposit, is a common and avoidable filing gap. Second, because the reporting date (31 March) and the filing deadline (30 June) fall roughly three months apart from each other and from most companies' other year-end filings, DPT-3 is easy to lose track of on a compliance calendar built primarily around the annual return and financial-statement cycle that follows the AGM.

Checklist Before Filing DPT-3

• Confirm the company is not a government company (the only exemption MCA's guidance names for the annual filing).
• Pull the 31 March outstanding balances for every loan or advance from a director, holding company, subsidiary, or other group entity, even where no interest-bearing "deposit" in the ordinary sense exists.
• Reconcile those balances against the company's own "List of depositors" and general ledger before the auditor signs off.
• Get the statutory auditor's certificate on particulars of deposits and liquid assets before the digital-signature step, since the form will not go through without it.
• File by 30 June — the reporting date is 31 March, but the clock for the late-fee multiplier runs from the 30 June due date.

Practical Example

A German parent company set up a wholly owned Indian subsidiary that manufactures components under contract for the group. To fund working capital, the German parent transferred an unsecured, interest-free loan to the Indian subsidiary in January, with an outstanding balance of INR 3 crore as on 31 March. The subsidiary has accepted no deposits from the public or its members, so Section 73 is not in play. But the loan from the parent falls within the rule 2(1)(c) head covering money received from foreign body corporates and from persons resident outside India, subject to the Foreign Exchange Management Act, 1999 — which means it belongs in the "particulars of transactions not considered as deposit" part of DPT-3, not in a filing the company can skip. The company's Chartered Accountant certifies the figure, the finance director signs the form with a valid DSC, and the subsidiary files the combined DPT-3 return by 30 June, reporting a zero balance for deposits and the INR 3 crore intercompany loan under the exempted-receipts section.

Frequently Asked Questions

Does a company with no deposits still need to file DPT-3?

Yes, in most cases. DPT-3 is not only a return of deposits — it also covers money received that the rules exclude from the definition of "deposit," such as certain intercompany loans. A company should work through both parts of the form rather than assuming a zero-deposit position means no filing is due.

Is a foreign parent's loan to its Indian subsidiary a "deposit"?

No. Rule 2(1)(c) of the Companies (Acceptance of Deposits) Rules, 2014 excludes money received from foreign body corporates and from persons resident outside India, subject to the Foreign Exchange Management Act, 1999 — the head a foreign parent's loan sits under. A loan from an Indian group company is excluded separately, as "any amount received by the company from any other company." Excluded from the definition is not the same as exempt from disclosure — it is exactly this kind of receipt that the "exempted deposits" part of DPT-3 exists to capture.

What date do the DPT-3 figures need to be as of?

The 31st day of March of the financial year, even though the form itself is due later. MCA's instruction kit for the form states the return must be filed "on or before 30th day of June every year, furnishing all information therein as on the 31st day of March of that year."

Are government companies required to file the annual DPT-3?

MCA's instruction kit exempts government companies by name from the annual return of deposits requirement; every other company covered by the Companies Act is expected to work through the filing.

Who has to certify the figures on DPT-3?

The form requires a declaration by the company's statutory auditor on the particulars of deposits and of liquid assets, with the designation field restricted to Chartered Accountant, in addition to the signature of an authorised director, manager, CEO, CFO, or Company Secretary using a valid digital signature certificate.

See also: Annual Return (MGT-7), AOC-4 (Financial Statements Filing), and Registrar of Companies (ROC) and MCA cover the related company-law filings that sit alongside DPT-3 on an Indian subsidiary's annual compliance calendar.

Need help tracking DPT-3 alongside your company's other MCA deadlines? Beacon Filing manages annual ROC compliance, including deposit and exempted-deposit reporting, for foreign-owned companies in India.