ROC Penalises Company and Directors for Non-Filing of Consolidated Financial Statements

The Registrar of Companies (ROC), Gwalior, has issued an order of adjudication dated March 02, 2026, imposing a penalty amounting to Rs. 1.76 lakh on a company named Xtranet Technologies Limited and its two directors under Section 454 of the Companies Act 2013, for non-compliance with Section 137 of the Companies Act, 2013.

The disputed company had voluntarily furnished an Application of Adjudication dated September 23, 2025, accepting the non-compliance committed by it under Section 137 of the Companies Act, 2013, read with Rule 12 of the Companies (Accounts) Rules, 2014. The application was furnished using e-Form GNL-1 (SRN: AB7190596). The company accepted that it was legally required to prepare Consolidated Financial Statements (CFS) for itself and its subsidiary in the same format as its own financial statements in Form AOC-4 CFS, along with the prescribed fees with the Registrar of Companies (ROC) for the financial year 2022-23. At the time of furnishing the same form, in response to the question, ‘Are consolidated financial statements required or not?’, the company incorrectly selected ‘No’.

Because of this mistake, the Consolidated Financial Statements were not attached, and Form AOC-4 CFS was not filed. However, the company claimed that the mistake was not intentionally committed and was a genuine mistake.

Considering the mistake accepted by the company, the ROC imposed a penalty amounting to Rs. 76,200 on the company, Xtranet Technologies Limited, and Rs. 1 lakh on its two directors, Jogendrapal Singh Alagh and Sukhbir Singh Kukreja (Rs. 50,000 on each director). The company has been awarded a time period of 90 days to rectify the default and pay the imposed penalty amount.