IN RE Vs. HEMALI CONSULTING LIMITED

JUDGEMENT

(1.) This petition has been filed u/s 441 of the Companies Act, 1956 praying for compounding of the offence u/s 137 of the Companies Act, 2013. The said petition which has been routed through the office of the RoC along with their comments, prays for compounding the default of not filing the Financial Statements for the Financial Year 2012-2013 and 2014-2015 within the period required under the Statute. The default has been made good as the company has since held its AGM for the Financial Years 2012-2013 and 2014-2015 on 30.11.2016, after which the financial statements were filed with the office on 11th July, 2017 and 05th August, 2017 respectively, a fact confirmed by the RoC. Prosecution in this case is stated to have been initiated. Requisite permission of the prosecuting Court has been filed directing the applicants to file their compounding report by the next date of leaving.

(2.) As per provisions of Sections 220 of the Companies Act 1956 and Section 137 of the Companies Act, 2013, the Financial Statements duly adopted at the AGM are required to be filed with the Registrar within 30 days of holding the AGM. The contravention of the aforesaid provisions provide for fine under section 162 and 137(3) of both the Act relevant to the two years of default. In terms thereof the RoC has recommended an imposition of fine of rs. 6,74,500/- for the default pertaining to financial year 2012-2013 and Rs 6,45,000/- pertaining to the default for the Financial year 2014-2015 i.e a total of Rs. 13,19,500/- on the company and Rs. ll,74,500/-n applicant no.2

(3.) Since the Annual returns could only be filed upon holding the AGM which was delayed, the present default is a cascading effect of not being able to hold the AGM on time. The petitioner's are facing prosecution. In order to avoid a protracted trial, they wish to compound the defaults. Accordingly this Bench deems it just and proper to impose a fine of Rs. 3 Lakhs on the company and Rs. 2.5 Lakhs on applicant no.2.