ROC Imposed penalty on Company for Non-regularisation of Additional Director for over 7 years

The Registrar of Companies imposed a penalty on Absolute Projects Limited and its three Director Ranjit Singh Ola, Sunita Ola, and Debenjing Singh Ola, for breaking section 161 (1) of the Company Act 2013.

In August 2018, Absolute Projects appointed Mrs Monika Ola as an Additional Director. But there’s a rule: shareholders need to officially regularise an Additional Director at the next AGM. The company did hold its Annual General Meeting just days later, on 30 August 2018, but forgot to formalise her appointment. That meant her stint as a director should’ve ended automatically on 31 August 2018. The problem is, no one filed the required e-Form DIR-12 to record this, and it stayed that way for over seven years (2,721 days, to be exact) until December 2024.

Once the ROC sent a Show Cause Notice in February 2026, the company did not make excuses. They owned up to the slip-up and chalked it up to not having a Company Secretary or proper professional advice.

The company faces a Rs 3,00,000 penalty. Each of the three directors has to pay Rs 1,00,000 from their own pocket. They’ve got 90 days to pay through the MCA e-Adjudication portal. If they want to challenge the penalty, they can appeal to the Regional Director, Delhi, within 60 days.