MCA imposes penalty for delay in filing SBO declaration (BEN-1)

Adjudication Order against Hankook Latex Private Limited for Violation of SBO Declaration Rules

The Registrar of Companies, Kerala & Lakshadweep, has issued an adjudication order (No. ROCK/Adj/S.90/Hankook Latex/752/2025 dated April 21, 2025) against M/s. HANKOOK LATEX PRIVATE LIMITED (CIN: U25199KL1997PTC011519) for violating Section 90 of the Companies Act, 2013, related to the identification and declaration of Significant Beneficial Owners (SBOs).

The Registrar initiated action based on notices issued in February and March 2024, seeking details on SBO compliance. The company admitted to the default and subsequently filed e-form BEN-2 on March 14, 2024, enclosing Form BEN-1 (dated March 8, 2024), which declared Mr. Kwon Heechoul and Dukee Kwon as SBOs effective from June 10, 1997.

The order highlights a significant delay of 1765 days in the filing of Form BEN-1, the declaration by the SBOs. An adjudication notice was issued to the company, which again admitted the delay in the SBOs filing BEN-1. A hearing was conducted on January 6, 2025, attended by the company’s authorised representative, who confirmed the delay.

As the company had not filed Form GNL-3 to designate an officer for compliance, all directors during the period of default are considered “officers in default” under Section 2(60)(iii) of the Act. The directors listed are Mr. Kwon Heechoul, Ms. Myung Sook Lee (ceased directorship on May 16, 2022), and Mr. Dukee Kwon.

A penalty has been imposed under Section 90(1) read with Section 90(10) for the delay in the SBO declaration (BEN-1). While the per-day penalty for the 1765-day default period calculated to a higher amount for both individuals, the penalty imposed is capped at the maximum of Rs. 2,00,000/- each on Mr. Kwon Heechoul and Mr. Dukee Kwon.

The penalized individuals are directed to pay the penalty amount individually within 90 days of the order via the MCA website’s e-payment service and inform the Registrar’s office by filing e-form INC-28.

Aggrieved parties have the option to file an appeal in writing with the Regional Director (SR), Ministry of Corporate Affairs, Chennai, within 60 days of receiving the order, using Form ADJ and including a certified copy of the order. The order also draws attention to Section 454(8) concerning non-compliance.

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Ministry of Corporate Affairs
Registrar of Companies, Kerala & Lakshadweep
First Floor, Corporate Bhawan, B.M.C. Road,
Thrikkakara, Kochi – 682 021, Kerala.
El roc.ernakulammca.2ov.in
EB 0484-2421626

Order No. ROCK/Adj/S.90/Hankook Latex/752/2025  Dated:21.04.2025

Adjudication order passed u/ 454 of the Companies Act. 2013 for the violation of Section 90 of the said Act in the matter of M/s. HANKOOK LATEX PRIVATE LIMITED

1. Whereas M/s. HANKOOK LATEX PRIVATE LIMITED, CIN: U25199KL1997PTC011519 (herein after referred as Company) is a company having its registered office within the jurisdiction of Registrar of Companies, Kerala.

2. Notices dated 09.02.2024 & 18.03.2024 (Ex-1) u/s 206(1) & (3) of the Act seeking details of action taken by the company to identify significant beneficial owner in terms of section 90 of the Act. The company vide reply dated 14.03.2024 admitted to default.

3. Subsequently the company filed BEN-2 Eform vide SRN: F93417756 (Ex-2) on 14.03.2024 enclosing BEN-1 dated 08.03.2024 (declaration by SBO u/s 90(1)). It is seen that Mr. Kwon Heechoul & Dukee Kwon are holding Significant Beneficial Ownership in the subject company with effect from 10.06.1997.

4.  Thus, there are delays in compliance w.r.to both BEN-2 & BEN-1 as tabulated below

5. An adjudication notice dated 02.08.2024 (Ex-3) was given to the company and it has responded vide reply dated 13.08.2024 (Ex-4) admitting to the delay by the SBOs in filing BEN-1.

6. Thereafter the Adjudicating Authority had issued notice of hearing dated 26.12.2024 by fixing the hearing on 06.01.2025 at 12.00 PM and Ms. Daijaritta Antony, Company Secretary & authorised representative attended the hearing. The adjudicating officer informed that the penalty will be imposed as per the relevant provisions of the Companies Act.

7. Officer in Default: The company has not filed GNL-3 e-form designating an officer for the compliance of the Provisions of companies Act, 2013 and consequently as per section 2(60)(iii) of the Act, all directors of the company during the period of default are “officers who in default”. Directorship details are as tabulated below:

8. Penalty: Having considered the facts, the following penalty is imposed against persons mentioned thereat

9. The aforesaid persons shall pay the amount of penalty individually for the company and its officers 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, by filing eform INC-28.

10. Appeal against this order, if aggrieved, may be filed in writing with the Regional Director (SR), Ministry of Corporate Affairs, Chennai 600 006, 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) & (6) of the Act, read with Companies (Adjudication of Penalties) Rules, 2014).

11. Your attention is also invited to section 454(8) of the Act in the event of non­compliance with this order.

(ARUN PRASAD M)
(Adjudicating Officer)
Registrar of Companies
Kerala & Lakshadweep

To

1. Kwon Heechoul, SBO,
Hankook Latex Private Limited,
Rubber Park, Irapuram,
Ernakulam, 683556, Kerala, India. Email:

2. Dukee Kwon, SBO,
Hankook Latex Private Limited,
Irapuram, Perumbavoor,
Ernakulam, 683576, Kerala, India.
Email:

Copy for information to:
The Regional Director (SR), MCA, Chennai.