Failure to provide complete details in return of allotment: MCA imposes Penalty

On September 9, 2024, the Registrar of Companies (ROC) in Uttarakhand issued a penalty order against DPC Social Benefits Nidhi Limited for violating Rule 14(6) of the Companies (Prospectus and Allotment of Securities) Rules, 2014. The company failed to provide complete details in its return of allotment as required under the Companies Act, 2013. As a result, the company and its director, Ms. Pooja Panwar, have been fined ₹10,000 each, totaling ₹20,000. The penalty is imposed for failing to file accurate and complete information within the stipulated period. The order mandates the payment of this penalty within 90 days and outlines the process for appeal. Failure to comply with the payment terms may lead to further legal consequences.

GOVERNMENT OF INDIA
MINISTRY OF CORPORATEAFFAIRS
OFFICE OF REGISTRAR OF COMPANIES
CUM-OFFICIAL LIQUIDATOR,
UTTARAKHAND
ATTACHED TO HIGH COURT, NAINITAL
OFFICE AT MEZZANINE FLOOR, 78, RAJPUR ROAD
SHRI RADHA PLACE, DEHRADUN – 248001 (U.K.)

Order No. ROC/UK/DPC NIDHI/Penalty Order/2024/589 Date:- 09/09/2024

ADJUDICATION ORDER FOR PENALTY UNDER SECTION 454(3) OF THE COMPANIES ACT, 2013 READ WITH RULE 3 OF COMPANIES (ADJUDICATION OF PENALTIES) RULES, 2014 FOR VIOLATION OF RULE 14(6) OF THE COMPANIES (PROSPECTUS AND ALLOTMENT OF SECURITIES) RULES, 2014 THE COMPANIES ACT, 2013 IN THE MATTER OF DPC SOCIAL BENEFITS NIDHI LIMITED (U65999UR2021PLN013272)

1. Appointment of Adjudicating Officer: –

The Ministry of Corporate Affairs vide its gazette Notification No A-42011/112/2014-Ad.II dated 24.03.2015, has appointed Registrar of Companies, Uttarakhand as Adjudicating Officer in exercise of the powers conferred by section 454 of the Companies Act, 2013 {herein after referred as Act} read with Companies (Adjudication of Penalties) Rules, 2014 for adjudging penalties under the provisions of this Act.

2. Company: –

Whereas the Company DPC Social Benefits Nidhi Limited [herein after known as Company] is a registered company with this office under the provisions of Companies Act, 2013 (or previous Acts in force, as applicable) on 26/11/2021, having its registered office situated at Shop No. 4 Nagar Nigam Market Complex Kutchery Road, Dehradun-248001, Uttarakhand, as per MCA website. The financial & other details of the subject company for immediately preceding Financial Year as available on MCA-21 portal is stated as under:

3. Director during the period of Violation

4. Facts of the Case: –

1. On Rejection of the application of NDH-4 filed by the Company, the Ministry vide email dated 28/08/2024 has ordered to furnish the proof of compliances in respect of the orders passed by the Hon’ble High Court of Kerala in the writ Petition along with copy of compounding orders, if any.

Further, the ministry has stated that in Point No. 2(vii) of NDH-4 Rejection Letter dated 29.04.2024 that the Company has not mentioned the complete details in the list of allotees. The Company has filed an suo-moto application dated 04/09/2024 with the ROC, Uttarakhand for Adjudication of violation Rule 14(6) of the Companies (Prospectus and Allotment of Securities) Rules, 2014 & Section 450 of the Companies Act, 2013.

Thus it is evident that the Company and its Director including Key Managerial Personnel have failed to comply with the provision of Rule 14(6) of the Companies (Prospectus and Allotment of Securities) Rules, 2014 of the Companies, Act, 2013, in filing the E-Form PAS-3 of the Company, thereby attracting the penal provisions mentioned under Section 450 of the Act. The Company and its Director including Key Managerial Personnel are officer in default, as per section 2(60), of the Companies Act, 2013, and are thus liable for penal provision.

Further, the company through its Authorised Representative submitted their reply on 09^th September 2024 in response to the show cause notice issued vide letter no. No.LC/Notice 1170)/ROC/UK/2024/564 to 565 dated 05/09/2024.

2. Rule 14(6) of the Companies (Prospectus and Allotment of Securities) Rules, 2014 reads as under: –

A return of allotment of securities under section 42 shall be filed with the Registrar within fifteen days of allotment in Form PAS-3 and with the fee as provided in the Companies (Registration Offices and Fees) Rules, 2014 along with a complete list of all the allottees containing-

(i) the full name, address, Permanent Account Number and E-mail ID of such security holder

(ii) the class of security held

(iii) the date of allotment of security

the number of securities held, nominal value and amount paid on such securities; and particulars of consideration received if the securities were issued for consideration other than cash

Section 450 of the Act reads as under: –

If a company or any officer of a company or any other person contravenes any of the provisions of this Act or the rules made thereunder, or any condition, limitation or restriction subject to which any approval, sanction, consent, confirmation, recognition, direction or exemption in relation to any matter has been accorded, given or granted, and for which no penalty or punishment is provided elsewhere in this Act, the company and every officer of the company who is in default or such other person shall be liable to a penalty of ten thousand rupees, and in case of continuing contravention, with a further Penalty of one thousand rupees for each day after the first during which the contravention continues, subject to a maximum of two lakh rupees in case of a company and fifty thousand rupees in case of an officer who is in default or any other person

5. Adjudication of Penalty: –

In the present case it is evident that the company has made violation of Rule Rule 14(6) of the Companies (Prospectus and Allotment of Securities) Rules, 2014 as was found that company has not mentioned the complete details in the list of allotees.

The details of the Penalty as per Section 450 of the Companies Act, 2013 is imposed on the company and officers in default, which is shown in the table given below:-

a) Therefore, in view of the above said violation, in exercise of the powers vested to the undersigned under Section 4540) & (3) of the Companies Act, 2013 a penalty of 10,000/- (Rupees Ten thousand only) is imposed on the Company and Rs.10,000/-(Rupees Ten Thousand only) is imposed on the Officer in default as mentioned above. Therefore a total of Rs. 20,000/- (Rupees Twenty thousand only) is imposed as penalty amount for violation of Rule 14(6) of the Companies (Prospectus and Allotment of Securities) Rules, 2014 of the Companies Act, 2013.

b) The notices shall pay the said amount of penalty as mentioned in column C above through online mode by using the website mca.gov.in (Misc. head) in favor of Pay & Accounts °fiber, Ministry of Corporate Affairs, New Delhi, payable at Delhi, within 90 days of receipt of this order, and intimate this office with proof of penalty paid.

c) Appeal against this order may be filed with the Regional Director (Northern Region), Ministry of Corporate Affairs, B-2 Wing, 2^nd Floor, Paryanvaran Bhawan, CGO Complex, Lodhi road, New Delhi — 110003 within a period of (60 days) sixty days from the date of receipt of this order, in Form ADJ [available on Ministry website mca.gov.in] setting forth the grounds of appeal and shall be accompanied by a certified copy of the order. [Section 454(5) & 454(6) of the Act read with Companies (Adjudicating of Penalties) Rules, 2014].

d) Your attention is also invited to section 454(8) of die Act in the event of non-payment of penalty within the prescribed time limit.

e) In terms of the provisions of sub-rule (9) of Rule 3 of Companies (Adjudication of Penalties) Rules, 2014 as amended by Companies (Adjudication of Penalties) Amendment Office of the Regional Director (Northern Region), Ministry of Corporate Affairs at New Delhi.

(Imran Ahmad Siddiqui)
ROC-Cum-O.L. & Adjudicating Officer
Uttarakhand, Dehradun.