Penalty for Wrong Information in MCA e-Forms: ROC Kolkata’s Order on AOC-4 Misfiling

Introduction

Statutory filings on the MCA portal are not a mere procedural formality. They constitute official public records that are accessed and relied upon by regulators, lenders, investors, and other stakeholders. A recent adjudication order passed by the Registrar of Companies, Kolkata reiterates that even an “inadvertent” error while filing an e-form can lead to penalty under Section 450 read with Section 454 of the Companies Act, 2013, particularly where no specific penalty is otherwise prescribed.

In this case, METAL ENGINEERING AND TREATMENT CO PRIVATE LIMITED incorrectly selected its corporate status in Form AOC-4, and despite admitting the mistake and seeking rectification, the ROC held that the contravention stood completed on the date of incorrect filing and therefore attracted penalty.

This order is a clear reminder that the authorised signatory and certifying professional must exercise utmost care and diligence in all MCA e-form filings, as mandated by Rule 8(3) of the Companies (Registration Offices and Fees) Rules, 2014.

Background of the Adjudication

Appointment of Adjudicating Officer

The Ministry of Corporate Affairs, through Gazette Notification No. S.O. 831(E) dated 24/03/2015, empowered the ROC, Kolkata as Adjudicating Officer under Section 454 of the Companies Act, 2013. This power extends to adjudicating penalties under the Act read with the Companies (Adjudication of Penalties) Rules, 2014.

Accordingly, the ROC Kolkata exercised these powers in relation to the filing irregularity committed by METAL ENGINEERING AND TREATMENT CO PRIVATE LIMITED and its signatory NILANJAN RAY.

Company and Officer Involved

  • Company: METAL ENGINEERING AND TREATMENT CO PRIVATE LIMITED

    • CIN: U28113WB1982PTC034546
    • Registered Office: 32, OLD JESSORE ROAD, GANGANAGAR, WARD 25, GANGANAGAR (NORTH 24 PARGANAS), BARASAT – II, NORTH 24 PARGANAS, WEST BENGAL, INDIA 700132

  • Officer:

    • Name: NILANJAN RAY
    • DIN: 00684532
    • Role: Signatory of the impugned Form AOC-4

Both the company and the signatory were treated as noticees in the adjudication proceedings.

General Penalty – Section 450

Section 450 of the Companies Act, 2013 functions as a residuary penalty provision. It applies where:

  • A company, its officer, or any other person violates any provision of the Act or the rules, or any condition, restriction, or limitation attached to an approval/sanction, and
  • No specific penalty or punishment for that contravention is provided elsewhere in the Act.

The section prescribes that in such cases:

the company and every officer in default or such other person shall be liable to a penalty of ten thousand rupees, and in case of a continuing contravention, with a further penalty of one thousand rupees for each day after the first during which the contravention continues, subject to a maximum of two lakh rupees in case of a company and fifty thousand rupees in case of an officer or other person.

Responsibility for Correctness – Rule 8(3)

Rule 8(3) of the Companies (Registration Offices and Fees) Rules, 2014 places clear responsibility on:

  • The authorised signatory of the e-form, and
  • The professional, if any, who certifies the form

The Rule provides that:

The authorised signatory and the professional, if any, who certify e-form shall be responsible for the correctness of the contents of e-form and correctness of the enclosures attached with the electronic form.

Thus, where an e-form contains incorrect information or defective attachments, the signatory and, where applicable, the certifying professional are held accountable, and such contravention can attract penalty under Section 450 read with Section 454.

Factual Matrix of the Case

Incorrect Filing of AOC-4

The company filed its financial statements for the financial year 2024-25 through e-Form AOC-4 bearing SRN AB9092973 (referred to in the order as the “impugned e-form”).