ROC Kanpur Imposes Penalty on Company for Filing Financial Statements Without Director Signatures — Section 134 Violation
Background and Overview
The Registrar of Companies, Kanpur, has passed an adjudication order penalizing a private limited company and its officers in default for uploading financial statements on the MCA21 registry without obtaining the mandatory signatures of directors. The violation pertains to Section 134(1) of the Companies Act, 2013, and penal action has been initiated under Section 134(8) read with Section 454 of the Companies Act, 2013.
This order serves as a significant reminder for all companies — particularly smaller entities — that procedural compliance in respect of financial statement authentication is not a mere formality but a binding statutory obligation. Non-adherence, even without fraudulent intent, invites substantial monetary penalties.
Order Details
| Particulars | Details |
|---|---|
| Order ID | PO/ADJ/04-2026/UP/02021 |
| Date of Order | 20/04/2026 |
| Issuing Authority | Registrar of Companies, Uttar Pradesh (ROC Kanpur) |
| Office Address | 2nd Floor, Kendriya Bhawan, GPOA Building, Fazalganj, Kanpur, Uttar Pradesh — 208012 |
| Provision Invoked | Section 454 of the Companies Act, 2013 |
| Violation | Section 134(1) of the Companies Act, 2013 |
| Penal Provision | Section 134(8) of the Companies Act, 2013 |
Company and Individual Details
Company Involved
KANCHAL FARM LAND PRIVATE LIMITED
- CIN: U70102UP2012PTC051969
- Registered Office: 3rd Floor, A-Block, Surajdeep Complex, 1-Jopling Road, Lucknow, Uttar Pradesh — 226001
Individuals Involved
The following individuals were issued notices as officers of the company:
- Amit Kanchhal — DIN: 01147459
- Sachin Kanchhal — DIN: 01334397
- Satyajeet Singh — DIN: 02804711
- Rahul Awasthi — DIN: 10923226
- Aparna Agarwal — DIN: 06626227
Relevant Statutory Provisions
Section 134(1) — Companies Act, 2013
Section 134(1) mandates that financial statements of a company must be duly authenticated before being presented before the members. The authentication requires the signatures of authorized directors, and failure to obtain such signatures before filing with the Registrar constitutes a breach of this provision.
Section 134(8) — Penal Consequences
The penal clause under Section 134(8) of the Companies Act, 2013 reads as under:
"If a company is in default in complying with the provisions of this section, the company shall be liable to a penalty of three lakh rupees and every officer of the company who is in default shall be liable to a penalty of fifty thousand rupees."
Section 446B — Reduced Penalty for Small Companies
Section 446B of the Companies Act, 2013 provides that where a small company or a one-person company is found to be in default of any provision, the penalty imposed shall not exceed one-half of the penalty specified in the relevant provision. This concession was sought by the company's representative during the e-hearing.
Section 454 — Adjudication of Penalties
Section 454 of the Companies Act, 2013, read with the Companies (Adjudication of Penalties) Rules, 2014, empowers the Adjudicating Officer to inquire into defaults and impose penalties. The Ministry of Corporate Affairs, through a Gazette notification bearing number S.O. 831(E) dated 24/03/2015, designated the undersigned Registrar of Companies as the Adjudicating Officer for this purpose.
How the Default Was Discovered
Initiation of Inquiry
The matter was originally set in motion pursuant to:
- A Ministry of Corporate Affairs directive bearing letter number F.No. CL-II-07/477/2021-0/o DGCoA-MCA dated 13.01.2022, and
- A subsequent communication from the Directorate bearing reference RDNR/COMP/UP/KANCHAL FARM LAND/2021/2933 dated 02.02.2022