Understanding Form DPT-3: Key Considerations and Compliance Requirements
CS Rantu Das
CS Rantu Das is the Founder and Managing Partner of M/s. Rantu Das & Associates, a firm established in 2010. As a Fellow Member of ICSI and a law graduate (LL.B., LL.M.), with an M.Com from Calcutta University, he has over 13 years of expertise in corporate laws, SEBI matters, FEMA, RBI regulations, and compliance audits. He regularly represents cases before NCLT and NCLAT under the Companies Act, 2013, and IBC, 2016.
Form DPT-3 has emerged as a critical compliance requirement under the Companies Act, 2013, yet it continues to create confusion among stakeholders, especially during its initial introduction and subsequent implementation phases. This annual return is filed by companies to furnish information relating to outstanding money or loan received by the company, which is not considered as a deposit as per Rule 16 of the Companies (Acceptance of Deposits) Rules, 2014. Let’s delve into the essential aspects and address several misunderstandings surrounding DPT-3 based on the rules applicable in the financial year 2024-25 and the clarifications issued thereafter.
1. Determining the Net Worth for the Purpose of the Form
One of the most frequently asked questions regarding DPT-3 relates to the financial figures to be used, particularly for calculating the company’s net worth. According to the instructions provided within the form and supported by MCA guidelines, companies are required to use the most recent audited financial figures while submitting Form DPT-3.
In situations where the audit for the relevant financial year—say, 2024-2025—has not yet been completed, companies must fall back on the previous year’s audited figures, i.e., those from FY 2023-2024. The key point here is that unaudited or provisional figures are not acceptable for the purposes of DPT-3; only formally audited financial data should be incorporated. This ensures uniformity and maintains the integrity of financial disclosures.
2. Clarification on the Auditor’s Certificate
Another area that caused considerable confusion pertains to the necessity of attaching an Auditor’s Certificate along with the form. As clarified, the requirement of the Auditor’s Certificate is not universal for all DPT-3 filings. It is mandatory only when a company is filing the form as a return of deposits.
For companies submitting DPT-3 merely to report transactions that are classified as non-deposit borrowings, attaching an Auditor’s Certificate is not mandatory. This clarification significantly reduces the compliance burden for companies that have borrowed funds through permissible non-deposit sources.
3. Number of Filings: One-Time vs. Annual Return
The initial rollout of Form DPT-3 led to further confusion about the frequency and types of filings. During the financial year 2018-2019, companies were required to submit two versions of DPT-3:
- A one-time return for outstanding receipts of money or loans not considered as deposits (as of 31st March 2019).
- An annual return for the same, based on the borrowings during the financial year.
However, for FY 2019-2020 and subsequent years, the one-time filing requirement was done away with. Only the annual return now needs to be filed, and it must include details of money received by the company that is still outstanding as of the end of the financial year. This streamlining of the process was welcomed by corporates and professionals alike as it reduces redundancy.
4. Filing of Nil Returns: Is it Mandatory?
There’s often uncertainty about whether a company needs to file a DPT-3 if it has no outstanding borrowings or deposits during the financial year. The Ministry of Corporate Affairs (MCA) has clarified that filing of a Nil return is not mandatory.
In simpler terms, if a company does not have any borrowings—whether in the form of deposits or otherwise—there is no obligation to file DPT-3. However, as a best practice and to avoid future queries from the Registrar of Companies (RoC), some professionals still prefer to file a Nil return as a precautionary measure.
5. Applicability: Who Needs to File DPT-3?
The applicability of Form DPT-3 is quite broad. All companies, including:
- Private limited companies
- One Person Companies (OPCs)
- Small companies
- Public limited companies
are required to file this form if they have any borrowings or outstanding loans that are not classified as deposits under the Companies Act.
The only exception applies to companies that have zero borrowings. Such companies are not required to file DPT-3 at all. Importantly, even a small loan from a director or an inter-corporate borrowing needs to be reported unless it qualifies for specific exemptions.
It’s essential to evaluate the nature of borrowings carefully to determine whether they fall within the scope of the form.
6. Due Date for Filing DPT-3
Under normal circumstances, Form DPT-3 is required to be filed within 90 days from the end of the financial year.
Conclusion
Form DPT-3, while designed to increase transparency regarding corporate borrowings, initially introduced a layer of confusion due to its overlap with different financial categories and filing formats. However, with clarifications now in place, the form is relatively straightforward—provided companies clearly understand their financial data, the type of borrowings involved, and whether these qualify as deposits or not.
To summarize:
- Use only the latest audited financial data.
- Auditor’s Certificate is needed only for deposit returns.
- From FY 2019-20 onwards, only the annual return is required.
- Nil returns are optional, not compulsory.
- All companies (except those with nil borrowings) must comply.
- Monitor deadlines and MCA updates carefully.
Ultimately, the objective behind DPT-3 is to enhance corporate transparency and provide regulators with a clearer picture of a company’s financial obligations. Proper understanding and timely filing of this form will ensure smooth compliance and avoid unnecessary regulatory complications.
