The Ministry of Corporate Affairs (MCA) has issued penalties against “Al-Ameen Mutual Benefit Nidhi Limited” for non-compliance with Section 158 of the Companies Act, 2013. The violation involves directors failing to mention their Director Identification Numbers (DIN) below their signatures in the financial statement for the year 2019-20.
The case arises from the failure of directors to include their DIN below their signatures in the financial statement for the year 2019-20, as required by Section 158 of the Companies Act, 2013. This violation was identified by the Regional Director consequent upon discussions in ROC Review workshops regarding Nidhi Companies. The Inquiry Officer reported the violation, leading to penal action by the Regional Director.
Section 158 mandates the mention of DIN in returns, information, or particulars relating to directors. Non-compliance attracts penalties under Section 172, with a base amount and additional daily penalties for continuing contraventions, subject to maximum limits.
The adjudicating officer imposed penalties on the company and defaulting directors, considering the severity of the violation and the duration of non-compliance.
The penalty imposed by the MCA underscores the importance of compliance with statutory requirements regarding the disclosure of DIN in financial statements.
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GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
OFFICE OF REGISTRAR OF
COMPANIES,
UTTAR PRADESH,
37/17, Westcott Building, The Mall,
Kanpur — 208001 (U.P.)
Phone : 0512 — 2310323/2310443
Order NO.07/01/ADJ-158/AL-AMEEN/ DATED 09/04/2024
ORDER FOR VIOLATION OF SECTION 158 OF THE COMPANIES ACT, 2013 READ WITH COMPANIES (ADJUDICATION OF PENALTIES) RULES, 2014.
IN THE MATTER OF “AL-AMEEN MUTUAL BENEFIT NIDHI LIMITED”
Appointment of Adjudicating Officer: –
1. The Ministry of Corporate Affairs vide its gazette notification no A-42011/112/2014-AD 11 dated 24.03.2015, has appointed the undersigned as Adjudicating Officer in exercise of the powers conferred by section 454 of Companies Act, 2013 (hereinafter known as Act) read with Companies (Adjudication of Penalties) Rules,2014 under the provisions of this Act.
2. Whereas the Company “Al-Ameen Mutual Benefit Nidhi Limited “has been registered under the provisions of Companies Act on 01.08.2017 and is having its registered office situated at ISLAMI FUND, ANAL KHAN ROAD, NAJLBABAD, Bijnor, Uttar Pradesh,246763. The authorized capital of the company is Rs. 5,00,000/-
Facts of the Case:-
3. Whereas one of the meetings where Regional Directors were directed to conduct an in-depth, examination and submit a report on the surge of Nidhi Companies in Kanpur, Jaipur and Patna by the Secretary of Corporate Affairs vide minutes dated 10.04.2020. This being one of the Nidhi Company identified by ROC, Kanpur on suo-moto basis consequent upon the discussions in the ROC Review workshops with reference to Nidhi Companies. The Inquiry Officer (IC)) has observed that the Company has filed a financial statement for the financial year 2019-20 in which directors have not mentioned their DIN under their signatures. Hence there is violation of section 158 of the Companies Act, 2013. Accordingly, the Inquiry officer has reported the said violation in the Inquiry Report dated 29.04.2022. The Regional Director vide letter Inq/206(1)/A1-Ameen Mutual/RD(NR)/2022/3316 dated 10.06.2022 has accorded the penal action for said non-compliance. Thus, it is evident that the company and its Directors have failed to comply with the provisions of section 158 of the Companies Act, 2013, in filing the financial statement mentioning their DIN under their signatures by the directors of the company. And are thus liable for penal provisions.
Provisions of the Act: –
4. Section 158 of the Companies Act, 2013 provides that: –
“Every person or company, while furnishing any return, information or particulars as are required to be furnished under this Act, shall mention the Director Identification Number in such return, information or particulars in case such return, information or particulars relate to the director or contain any reference of any director”.
Section 158 read with 172 of the Companies Act, 2013 provides that —
“The company and every officer of the company who is in default shall be liable to be a penalty of fifty thousand rupees, and in case of continuing failure, with a further penalty off five hundred rupees for each day during which such failure continues, subject to a maximum of three lakh rupees in case of a company and one lakh rupees in case of an officer who is in default.”
5. Accordingly, a Show Cause Notices No. 07/01/Adjudication-158/ AL-AMEEN/6261-68 dated 20.12.2023 were issued to the company and its officers in default under section under Section 158 of the Companies Act, 2013, read with Companies (Adjudication of Penalties) Rules, 2014 by this office.
6. The Company furnished a reply received in this office on 08.01.2024 to the said Show Cause Notice, hence a hearing was fixed in this matter on 27.02.2024 adjourned to 29.02.2024. Further, neither any representative of the company nor its directors have either furnished proper reply or have appeared before the undersigned on the date of hearing which has further strengthened the apprehension that the company and its Directors have failed to comply with the provisions of section 158 of the Companies Act, 2013, in filing the financial statement mentioning their DIN under their signatures by the directors of the company.
7. The date of default in the matter has been taken as 30.10.2020, i.e. the date upto which 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 the annual general meeting of the company, shall be filed with the Registrar within thirty days of the date of annual general meeting in such manner, with such fees or additional fees as may be prescribed. The default has been continuing since then.
8. As per provisions of section 466B of the Companies Act, 2013 provides that “Notwithstanding anything contained in this act, if penalty is payable for non-compliance of any of the provisions of this act by a One Person Company, Small Company, start-up company or producer company, or by any of its officer in default, or any other person in respect of such company, then such company, its officer in default or any other persons, as the case maybe be, shall be liable to a penalty which shall not be more than one half of the penalty specified in such provisions subject to a maximum of two latch ropes in case of a company one lakh rupees in case of an officer who is in default or any other person, as the case may be”.
9. Order:
Having considered the facts and circumstances of the case and after taking into account the factors above, I hereby impose penalty as prescribed under section 158 read with 172 of the Act. The default of the penalty imposed on the company (Being Small Company as per section 2(85) of the Act) and officers in default are shown in the table below:
| Nature of default Section | Relevant section under Co. Act. 2013 penalty provision) | Name of persons on whom penalty imposed | Initial Penalty as per Section 92(5) (Rs.) | No. of days of default | Per day penalty for default (Rs.) | Total default amount (Rs.) | Maximum Penalty (Rs.) | Final Penalty Imposed as per Sec.466 B (Rs.) |
| Non- ment-ioning of DIN in the Fin. statement for year 2019-20 | 158 read with 172 | Company | 50000 | 1246 | 100 | 124600 +50000 = 174600 | 300000 | 87300 |
| Directors (2) | 50000 | 1246 | 100 | 124600 +50000 = 174600 | 100000 | 50000 x 2 = 100000 |
I am of this opinion that penalty is commensurate with the aforesaid failure committed by the notice(s).
10. The Noticee shall pay the amount of penalty so imposed through MCA21 portal only as per rule 3(14) of Companies (Adjudication of Penalties) 2014. within 90 days receipt of this order. The company needs to file InC-28 as per the provisions of the act, attaching a copy of adjudication order alongwith payment challans.
11. Appeal against this order may be filed in writing with the Regional Director (Northern Region), Ministry of Corporate Affairs, CGO Complex, Lodi Road, New Delhi, within a period of sixty days from the date of receipt of this order, in Form ADJ setting forth the grounds of appeal and shall be accompanied by a certified copy of this order. [Section 454(5) & 454(6) of the Act, read with Companies (Adjudication of Penalties) Rules,2014].
12. Attention is also invited to section 454(8) of the Companies Act, 2013, in the event of noncompliance of this order. In Case appeal is made O/o Registrar of Companies, U.P. maybe informed alongwith the penalty imposed & the payments made.
(Seema Rath)
Registrar of Companies & Adjudicating 0fficer
Uttar Pradesh, Kanpur
NO.07/01/ADJ-158/AL-AMEEN/164 to 171
DATED: 09/04/2024
