ROC Imposes Penalty on Company Over Non-Filing of Form AOC-4

The Registrar of Companies (ROC), Chennai, issued a penalty order under section 454 of the Companies Act against a company for not filing the mandatory Form AOC-4.

The company, Ramesh Nidhi Limited, filed form NDH-4, which was rejected by the MCA (Ministry of Corporate Affairs). The said form was rejected because it was found that the company has not filed Form AOC-4 for 31.03.2023. The same was filed with a delay of 393 days.

This action had led to the violation of section 137 of the Companies Act, 2013, which requires all companies to mandatorily file a copy of their financial statements, including consolidated statements and all required attachments, with the ROC.

As per Section 137 of the Act, a copy of the financial statements, including the consolidated financial statement, if any, along with all the documents that are required to be or attached to such financial statements under this Act, duly adopted at the annual general meeting of the company, shall be filed with the Registrar within thirty days of the date of the annual general meeting.

The company argued that the penalty should be waived, as it had corrected the default before the issuance of the show cause notice and paid the applicable fees and the additional fees. However, the ROC noted that the default was corrected beyond the specified time. Therefore, the company and its directors were held liable for a penalty under section 137(3) of the Companies Act, 2013.

Accordingly, the ROC imposed a penalty of Rs 49,300 on the company and an equal penalty on its officer in default for violating section 137 of the Companies Act. The director is required to pay his penalty through his personal income. The ROC also directed the officers to correct the default and pay the penalty within 90 days through the ‘e-adjudication’ facility on MCA portal.