Registrar of Companies (Patna) penalizes Nidhi Company for failure to file Annual returns and Financial Statements
Provisions Involved:
Section 92 of Companies Act, 2013 states that every company should provide the annual information about the company, its members and regarding the general compliances of the company by filing annual return with the Registrar within 60 days from the date of Annual General Meeting (AGM). Further, it is the management’s responsibility to file annual return in:
Form No. MGT-7A in the case of OPC and Small company, and
Form No. MGT-7 in the case of other companies.
Section 137 of Companies Act, 2013 states that a copy of the financial statements including consolidated financial statement, if any, along with all the documents which are required to be or attached to such financial statements under this Act, duly adopted at AGM of the company, shall be filed with the Registrar within 30 days from the date of AGM in such a manner, with such fees or additional fees as may be prescribed.
Section 446B of Companies Act, 2013 provides that If penalty is payable for non-compliance of any of the provisions of this act by One Person Company, Small Company, Startup company or producer company, or by any of its Officer in Default or any of the person with respect of such company, its Officer in Default or any Other Person shall be liable to a penalty which shall not be more than one half of the penalty specified in provision subject to maximum of two lakh rupees in case of Company and one lakh rupees in the case of Officer in default or any other person.
Facts of the Case for Violation of Section 137 & 92:
The subject company has not filed the copies of financial statements along with all the documents which are required to be attached to such financial statements for the year 2020-21 & 2021-22 which should have been filed on the MCA Portal within 30 days from the date of adoption of the said documents in the AGM.
As per Section 137(3), if a company fails to file the copy of financial statements before the expiry of the period specified, then the company and every Officer who is in Default shall be liable to a penalty of Rs. 10,000 and in case of continuing failure, with a further penalty of Rs. 100 for each day during such failure continues, subject to maximum of Rs. 2,00,000.
As per Section 92(5) If a company fails to file Annual return before the expiry of the period specified, then the Company and every Officer who is in Default shall be liable to a penalty of Rs. 10,000 & in case of continuing failure with a further penalty of Rs. 100 for each day during which such failure continues subject to a maximum of Rs. 2,00,000 in case of company and Rs. 50,000 in case of an officer who is in default.
As per MCA Portal, paid up capital of the subject company is Rs 5 lakhs and Turnover of Rs 5,14,722 for financial Year ending 2019-20. Therefore, lesser penalty as per Section 446B has been imposed on the Company and its Directors.
Nature of Default
Violation of section of Companies act
Penalty Imposed On
Total Penalty a per 137(3)
Total penalty imposed as per section 446B (50%)
Non-filing of FS for FY 2020-21
Section 137(1)
Company & 3 Directors
Rs. 65,800 on company Rs. 65,800 on each Directors
Rs. 32,900 on company Rs. 32,900 on each Directors
Non-Filing of Annual Return for FY 2020-21
Section 92(4)
Company & 3 Directors
Rs. 62,800 on company Rs. 62,800 on each Directors
Rs. 31,400 on company Rs. 31,400 on each Directors
Non-Filing of FS for FY 2021-22
Section 137(1)
Company & 3 Directors
Rs. 29,300 on company Rs. 29,300 on each Directors
Rs. 14,650 on company Rs. 14,650 on each Directors
Non-Filing of Annual Return for FY 2021-22
Section 92(4)
Company & 3 Directors
Rs. 26,300 on company Rs. 26,300 on each Directors
Rs. 13,150 on company Rs. 13,150 on each Directors
Decision on Violation of Section 137 & 92:
The said amount of penalty shall be paid individually for the company & it’s directors by way of E-Payment under “Pay miscellaneous fees” category in MCA fee and payment service, within 90 days of the order. The Challan / SRN generated after payment of penalty through online mode shall be forwarded to the office.
Appeal against this order may be filed in writing with the Regional Director, Eastern Regional, Ministry of Corporate Affairs, Kolkata within a period of sixty days from the date of receipt of the order, in Form ADJ setting forth the grounds of appeal and shall be accompanied by a certified copy of the order.
SW Point of View: In the case of Body Corporates, ROC Filing is of utmost importance. It helps to maintain an accurate and up-to-date record of a company, ensure its legal compliance, and demonstrate its commitment to transparency and credibility. Therefore, every company should file their returns and financial statements as per the provisions of the Company’s Act, 2013 within a prescribed period.
