ROC penalised company for Rs.4 Crores for non compliance of Private Placement

The Registrar of Companies of India under the authority of Ministry of Finance has penalised company for Rs.4 Crores for non compliance of Private Placement.

M/s. NV AUTOSPARES PRIVATE LIMITED (herein referred to as The Company) was incorporated on O1.06.2005 under CIN U34300MHOO5PTC241861 as private company under provisions or Companies Act, 1956. The Registered Office or the Company is presently situated at Plot No. 36/1 & 2, MIDC, Satpur. Nashik. Maharashtra. 422007. India registered under ROC Mumbai, Maharashtra. The Company falls under the jurisdiction of the ROC Mumbai.

In the present case neither complainants nor the respondents could submit Private Placement offer letter cum application form. Company in its Financial Statement has admitted to receipt of Share Application of Money and the Independent Auditor has also pointed out the same in his Audit Report. Money has been accepted by the company from time to time. The money has been paid directly by the complainant to the Central Bank and dues to the other regulating authorities and parties was paid through new account. The said money appears to be utilized for the purpose of settling the dues of the company with Central Bank and statutory authorities.

Order:

Section 42 (10) is reproduced as under:

If a company makes an offer or accepts monies in contravention of this section, the company, its promoters and directors shall be liable for a penalty which may extend 10 the amount raised through the private placement or two crores, whichever is lower, and the company shall also refund all monies with interest as specified in sub-section (6) to subscribers within a period of thirty days of the order imposing the penalty.

Having considered the facts and circumstances of the case and submissions made by Authorised Representatives of both the parties and based on the findings above and in exercise of the powers vested under Section 454(3) of the Companies Act, 2013, I order the following:

The penalty under Section 42(10) of the Act is imposed:

For the FY 2018-2019

For the FY 2019-2020

The company is directed 10 refund all the monies to the complainants along with interest at the rate of twelve per cent per annum as per the provisions of section 42(6) of the Act, within 30 days from the date of order as per the provisions of section 42(10) of the Ac1.

The penalty amount shall be remitted by the company through MCA21 portal within 60 days from the date of Order. The Company needs 10 file INC-28 as per the provisions of the Act, attaching the copy or adjudication order along with payment challans.

Any person aggrieved by the order of Adjudicating Authority under sub-section (3) of Section 454 may prefer an appeal to the Regional Director having jurisdiction in matter.

Every appeal under sub-section (5) of section 454 shall he filed within 60 days from the date on which the copy of order made by the Adjudka1ing Authority is received by the aggrieved person and shall be in such form. manner and be accompanied by such fee as may be prescribed.

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