Non-Disclosure of Related Party Transactions in Board Report violates S. 134(3)(h): MCA Imposes ₹4 Lakh Penalty [Read Order]

It was clarified that the penalty amount imposed on directors must be paid from their personal income.
MCA - imposes - penalty - TAXSCAN

The Ministry of Corporate Affairs ( MCA ) has imposed a monetary penalty of ₹4,00,000 on BI Minning (India) Private Limited and its directors in default for failing to disclose particulars of related party transactions ( RPTs ) in the Board’s Report, in violation of Section 134(3)(h) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014.

The matter came to light during a review under Section 206 of the Act. An inquiry on books of account was conducted where it was observed that the company had entered into transactions with related parties but failed to disclose the same in its Board’s Report for the financial year under scrutiny. The company was found to be non-compliant with the statutory requirement to include such details, which are considered material for ensuring corporate transparency and good governance.

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Also read: Failure to Affix CIN in Company’s Board Report Submitted through E-form 23AC and 23ACA: MCA Fines Company and Directors ₹6,000

On issuance of a show-cause notice, the company and its directors confessed the default and did not deny the facts. Admitting the default, the Adjudicating Officer imposed a penalty of ₹1,00,000 on the company and ₹1,00,000 on each of the three officers in default, cumulatively totalling ₹4,00,000.

The total penalty of ₹4,00,000 must be paid online via the MCA portal under the “Misc. head” within 90 days of receiving the order. Additionally, Form INC-28 must be filed along with the payment challan and a copy of the order. It was clarified that the penalty amount imposed on directors  must be paid from their personal income.

Also read: MCA Imposes Penalty on Company and Directors for Loan Default and Violation of Section 180(1)(c)

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