MCA imposes penalty on Company for Non-maintenance of registers

Section 94(1) of Companies Act, 2013 states that the register required to be kept and maintained by a company under section 88 and copies of the annual return filed under section 92 shall be kept at the registered office of the company.

During the course of inspection the company failed to furnish such registers and records such as stock register, register of contract in which the directors are inserted, register of charges (if any) etc.. Therefore it leads to violation of section 94(1) of the Companies Act, 2013. Therefore, the company and its directors/ officers who are in default are liable for punishment for provisions of the Companies Act, 2013 and its relevant Rules, 2014.

On the date of hearing, Shri Sourabh Krishna, Company Secretary appeared on behalf of company and directors, however, no submission has been made regarding non­compliance. Hence, it is concluded that the provisions of Section 94(1) of the Companies Act, 2013 has been contravened by the company and directors and therefore he is liable for penalty u/ s. 94(3) of the Companies Act, 2013.

Government of India
Ministry Of Corporate Affairs
Office of the Registrar of Companies,
Bihar-Cum-Official Liquidator, High Court, Patna
4th Floor, ‘A’ Wing, Maurya Lok Complex
Dakbunglow Road, Patna-800001

Order No. ROC/ PAT/SCN/ 143/ 14086/2942 Dated: 29.03.2023

Order for penalty for violation of section 143 of the Companies Act, 2013
In the matter of TILAK PROFICIENT NIDHI LIMITED
CIN: U65110BR2008PLC014086

Appointment of Adjudication Officer:-

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

Company:-

2. Whereas, Company M/s. Tilak Proficient Nidhi Limited, CIN: U65110BR2008PLC014086 (herein after known as Company) is a company incorporated on 02.12.2008 under the provisions of Companies Act, 1956/2013 in the state of Bihar and having its registered office situated at Proficient Complex, Patel Chowk< Gaushala Road, Khagaria Bihar 851204, India as per MCA website.

Facts about the case:-

3. The provisions of section 94(1) states that “the register required to be kept and maintained by a company under section 88 and copies of the annual return filed under section 92 shall be kept at the registered office of the company.

4. During the course of inspection the company failed to furnish such registers and records such as stock register, register of contract in which the directors are inserted, register of charges (if any) etc.. Therefore it leads to violation of section 94(1) of the Companies Act, 2013. Therefore, the company and its directors/ officers who are in default are liable for punishment for provisions of the Companies Act, 2013 and its relevant Rules, 2014.

5. Whereas, this office has issued show cause notice for default under section 94 of the Companies Act, 2013 vide this office letter no. ROC/PAT/Irtspn/ 14086/ 2360-2364 dated 02.01.2023 and reply has been received from the directors stating that the company has submitted the said information and documents in two lots on 25.01.2021 and 24.02.2021. However, the company’s reply is not supported by any evidence as RD could has observed during the course of inspection that minute books are not properly maintained.

6. Whereas, this office had issued “Notice for Hearing” vide No. ROC/PAT/ Inspn/14086/ 2673-2677 dated 16.02.2023 to the company and its directors in default to appear personally or through authorizsed representative under Rule 3(3), Companies (Adjudication of Penalties) Rules, 2014 on 14.03.2023 at 11.30 AM and also to submit their response, if any, one working day prior to date of hearing i.e. 13.03.2023.

7. That, on the date of hearing, Shri Sourabh Krishna, Company Secretary appeared on behalf of company and directors, however, no submission has been made regarding non­compliance. Hence, it is concluded that the provisions of Section 94(1) of the Companies Act, 2013 has been contravened by the company and directors and therefore he is liable for penalty u/ s. 94(3) of the Companies Act, 2013.

8. Section 94(3) states that:- “If any inspection or the making of any extract or copy required under this section is refused, the company and every officer of the company who is in default shall be liable, for each such default, to a penalty of one thousand rupees for every day subject to a maximum of one lakh rupees during which the refusal or default continues”.

9. Further Section 446B states that “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 person, as the case may be, shall be liable to a penalty which shall not he more than one-half of the penalty specified in such provisions subject to a maximum of two lakh rupees in case of a company and one lakh rupees in case of an officer who is in default or any other person, as the case may be”.

10. As per clause 85 of section 2 of the Companies Act, 2013, small company means a company whose paid up capital and turnover shall not exceed rupees four more and rupees forty crore respectively. As per MCA portal, paid up capital of the company- Tilak Proficient Nidhi Limited is Rs. 98,72,100/- and the revenue from operation is Rs. 1,14,38,225.58 as per balance sheet of the financial Year 31.03.2020. Therefore, the benefits of small company are extended to this noticee while adjudicating penalty.

ORDER

11. Having considered the facts and circumstances of the case and after taking into account the provisions of Rule-11 of Companies (Adjudication of Penalties) Rules, 2014 (as amended), I hereby impose a penalty on the company and its directors as per Table Below for failure in compliance of section 94(1) of the Companies Act, 2013:-

(No. of days has been calculated from 07.12.2020 date of inspection at registered address of the company to till date i.e. 29.03.2023).

12. The noticee shall pay the amount of penalty individually by way of e-payment (available on Ministry website 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.

13. Appeal against this order may be filled in writing with the Regional Director (ER), Ministry of Corporate Affairs, Kolkata, within a period of 60 (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 this order (Section 454(5) and 454(6) of the Act read with Companies (Adjudication of Penalties) Rules, 2014).

14. Please note that if the noticee does not pay the penalty amount imposed herein within a period of ninety days from the date of receipt of the copy of the order, he shall be punishable with imprisonment which may extend to six months or with fine which shall not be less than twenty-five thousand rupees but which may extend to one lakh rupees, or with both in terms of section 454(8)(ii) of the Companies Act, 2013; apart from the liability to pay the penalty amount in compliance to this order, and for which prosecution will be filed without further notice in this regard.