ROC imposed a penalty for failing to attach a registered valuer’s report while filing PAS-3 for securities allotment, in violation of Section 39 and Rule 12(5) of the Companies Rules.
Saloni Kumari | Feb 8, 2026 |
ROC Levies Penalty on Company and Director for Non-Compliance in Securities Allotment Rules
The Registrar of Companies (ROC), Pune, has issued an order of adjudication dated February 03, 2026, imposing a penalty amounting to Rs. 1 lakh on a company named Arcatron Mobility Private Limited and its director, under Section 454 of the Companies Act 2013.
The company in default had voluntarily filed an application acknowledging the mistake committed by it and sought adjudication of a penalty under Section 454 of the Companies Act, 2013, for violating provisions of Section 39 of the Companies Act, 2013 r/w Rule 12 (5) of the Companies (Prospectus and Allotment of Securities) Rules, 2014.
In the application, the company asserted that during the course of due diligence, the management, while raising the funds by way of issue and allotment of shares and securities, had realised that it had violated the provisions of Rule 12 (5) of the Companies (Prospectus and Allotment of Securities) Rules, 2014, concerning 150,000 Compulsorily Convertible Debentures issued by the company on September 27, 2019, in conclusion to which the company had furnished Form PAS-3 vide SRN H96214952 dated September 27, 2019.
As per Rule 12 (5) of the Companies (Prospectus and Allotment of Securities) Rules, 2014, the company was required to attach the report of the registered valuer; however, the company failed at the same. In addition to all this, the company also accepted that whatever mistake happened was not committed deliberately; all was due to their negligence.
Since the company had itself admitted the violation committed by it, considering the same, the office held the company and its directors liable for penal action under Section 39 (5) of the Companies Act, 2013, and imposed a penalty amounting to Rs. 50,000 on the company, Arcatron Mobility Private Limited, and Rs. 50,000 on one of its directors named Ganesh Sharad Sonawane. Additionally, they were awarded a time of 90 days to pay the levied penalty and rectify the aforementioned default.
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