The Madhya Pradesh bench of the Ministry of Corporate Affairs ( MCA ) has imposed a penalty of ₹13 lakhs on account of a delay of 3587 days in filing e-Form MGT-6, citing violation of Section 89(6) of the Companies Act, 2013
The company has filed its Annual Return for F.Y 2014-15 vide e-form MGT-7 (Q70636469) to F.Y 2021-22 vide e-form MGT-7 (SRN F46222584) wherein it is mentioned that M/s Cube Infrastructure Private Limited is holding 9990 shares (99.90%) in the subject company. However, it is seen that the company has in total 2 (two) shareholders.
Therefore, the beneficial holder and the registered holder ought to have declared the status of their interest in the shares in terms of Section 89(1) and Section 89(2) of the Act. Further, it was also seen that the company has not filed MGT-6 in terms of Rules 9 (3) of Companies (Management and Administration) Rule, 2014 with this office.
The company has stated that it has filed MGT-6 on 16.03.2024. But it is clear that such form was filed only after receipt of a SCN from this office. It is also seen that the company had already received the copies of MGT-4 and MGT-5 on 20.04.2014. In such case, it has no discretion to withhold the filing of form MGT- 6.
Thus, the company was required to file form MGT-6 on or before 19.05.2014. Accordingly, there is a delay of 3587 days in filing e-form MGT-6 (From 19.05.2014 to 15.03.2024 (Substituted by the Companies (Amendment) Act, 2020. Notification dated 28th September, 2020 Amendment Effective from 21st December 2020)). Hence, there is a violation of Section 89(6) of the Act and accordingly the company and its every officer in default are liable for penalty under Section 89(7) of the companies Act.
The single member bench comprising Mukesh Kumar Soni (Adjudicating officer and Registrar of companies) observed that the penalty imposed shall be paid through the Ministry of Corporate Affairs portal only as mentioned under Rule 3(14) of Company (Adjudication of Penalties) (Amendment) Rules, 2019 within 90 days of receipt of this order, and intimate this office with proof of penalty paid.
The Section 454(8)(i) and 454(8)(ii) of the Companies Act, 2013, which state that in case of non-payment of penalty amount, the company shall be punishable with fine which shall not be less than twenty five thousand rupees but which may extend to five lakh rupees and officer in default shall be punishable with imprisonment which may extend to six months or with fine which shall not be less than twenty five thousand rupees but which may extend to one lakh rupees or both.
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