Failure to include web address in directors’ reports: MCA imposes Penalty

Ministry of Corporate Affairs (MCA), through its appointed adjudicating officer, imposed penalties on Priyanshi Nidhi Limited and its directors for violating Section 134(3)(a) of the Companies Act, 2013. The violation pertained to the company’s failure to include its web address in the directors’ reports for the financial years ending on March 31, 2018, and March 31, 2019, as required by the Act. Despite being issued a show cause notice on March 18, 2024, the company and its directors failed to provide a response or rectify the issue, leading to the imposition of penalties under Section 134(8) of the Act.

The penalty included Rs. 3,00,000 for the company and Rs. 50,000 for each of its three directors, amounting to a total of Rs. 4,50,000. The adjudication officer emphasized that the penalty was proportionate to the non-compliance. The order mandates the penalty to be paid within 90 days and stipulates the filing of Form INC-28 with proof of payment. Failure to comply with this order or to file an appeal within the designated 60-day period may result in further legal consequences under the Companies Act, 2013. This adjudication underscores the importance of adhering to statutory provisions to avoid financial and reputational repercussions.

GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
OFFICE OF REGISTRAR OF
COMPANIES, Uttar Pradesh
37/17, Westcott Building, The Mall,
Kanpur-208001. (LLP.)
Phone : 0512 – 2310443/2310227

ORDER OF ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 READ WITH RULE 3 OF THE COMPANIES (ADJUDICATION OF PENALTIES) RULES, 2014 FOR VIOLATION OF PROVISIONS OF SECTION 134(3)(a) OF THE COMPANIES, ACT, 2013 READ WITH COMPANIES (ADJUDICATION OF PENALTIES) RULES 2014.

IN THE MATTER OF PRIYANSIII NIDHI LIMITED.

Appointment of Adjudicating Officer:-

1. The Ministry of Corporate Affairs vide its Gazette notification no A-42011/112/2014-Ad.II dated 24.3.2015, has appointed the undersigned as Adjudicating Officer in exercise of the powers conferred by section 454 of the Companies Act, 2013 (hereinafter known as Act) read with Companies (Adjudication of Penalties) Rules, 2014 & Companies (Amendment) Act, 2020 for adjudging penalties under the provisions of this Act.

2. Whereas the Company PRIYANSHI NIDHI LIMITED has been registered under the provisions of the Companies Act, on 29.05.2017and is having its registered office situated at ARAM NO-381,LAMHI BELAWA BABA, Varanasi-221 007 (Uttar Pradesh).The authorized capital of the Company is Rs. 1,100,000.00/-.

3. During the Inquiry it was observed that the directors report for the year ended 31.03.2018 and 31.03.2019 does not include the web address of the company as mandated under Section 134(3)(a) of the Companies Act, 2013. Hence it is non­compliance of section 134(3)(a) of the Companies Act, 2013 and are thus liable for penal action.

4. Provisions of the Act:-

Section 134(3) (a) of the Act reads as under: –

“There shall be attached to statements laid before a company in general meeting, a report by its Board of Directors, which shall include:-

(a) the web address, if any, where annual return referred to in sub-section (3) of section 92 has been placed]

Section 134(8) of the Act reads as under: –

“The company shall be liable to a penalty of three latch rupees and every officer of the company who is in default shall be liable to a penalty of fifty thousand rupees.”

5. Accordingly, a Show Cause Notice No.07/17/Adj/2024/Priyanshi /7854 to 7857 dated 18.03.2024 was issued to officer in default under section 134(3)(a) of the Companies Act, 2013.

6. The company and its directors have not furnished any reply to the said show cause notice; hence no hearing was fixed for this matter.

7. The company and its directors have failed to comply with the provisions of section 134(3)(a) of the Companies Act, 2013 thereby attracting the penal provisions mentioned under Section 134(8) of the Act.

8. Having considered the facts and circumstances of the case and after taking into account the factors above, I hereby impose a penalty as per the table below on the Company and the defaulting Directors i.e. under section 134(8) of the Companies Act, 2013 and Companies (Amendment) Act, 2020 for failure to make compliance of the section 134(3)(a) of the Companies Act,2013 . It is of this opinion that penalty is commensurate with the aforesaid failure committed by the Noticee.

9. The Noticee shall pay the amount of penalty individually by way of e-payment (available on Ministry’s website www.mca.gov.in) under “Pay Miscellaneous fees” category in MCA fee and payment services within 90 (Ninety) days of this order. The Challan/SRN generated after payment of penalty through online mode shall be forwarded to this office. The company needs to file INC-28 as per the provisions of the Act, attaching the copy of adjudication order alongwith paid challan.

10. 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 fro 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].

11. 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 0/0 Registrar of Companies, U.P. maybe informed alongwith the penalty imposed & the payments made.

(Seema Rath)
Registrar of Companies & Adjudicating Officer
Uttar Pradesh, Kanpur.

No. 07/17/Adj/2024/Priyanshi/57 to 60

Dated: 04/09/2024