Penalty for Late Filing of CSR-2: Key Takeaways from ROC Chhattisgarh Order

The Registrar of Companies, Chhattisgarh has passed an adjudication order under Section 454 of the Companies Act 2013, holding that non-filing or delayed filing of Form CSR-2 for the financial year 2020-21 amounts to a contravention attracting Section 450. The order clarifies that later compliance does not erase the default, and that both the company and responsible officers can be penalised up to the statutory maximum.

This order, passed against R.K. ASSOCIATES & HOTELIERS PRIVATE LIMITED and its officers, offers clear guidance on how non-compliance with the first proviso to Rule 12(1B) of the Companies (Accounts) Rules 2014 will be viewed by the authorities, particularly relating to Corporate Social Responsibility (CSR) reporting.

Background: Appointment of Adjudicating Officer

The Ministry of Corporate Affairs, through Gazette notification S.O. 698(E) dated 10/02/2026, appointed the Registrar of Companies, Chhattisgarh as Adjudicating Officer under Section 454 of the Companies Act 2013, read with the Companies (Adjudication of Penalties) Rules 2014.

By virtue of this notification, the ROC was empowered to:

  • Examine alleged violations of the Companies Act 2013 and its rules
  • Determine liability where no specific penalty is prescribed elsewhere in the Act
  • Impose penalties under Section 450 as applicable

The adjudication in this matter relates specifically to non-compliance with CSR reporting obligations by a CSR-compliant company.

Details of the Company and Officers Involved

Company

  • Name: R.K. ASSOCIATES & HOTELIERS PRIVATE LIMITED
  • CIN: U55100CT2009PTCO21098
  • Registered Office: OPPOSITE RAILWAY STATION, STATION ROAD, NA DURG, CHHATTISGARH, INDIA 491001

Individuals Mentioned in the Proceedings

The order deals with the role and liability of multiple individuals associated with the company, namely:

  • YOGESH KUMAR CHOUHAN
  • SANJAY BHARTI
  • SHARAN BIHARI AGRAWAL
  • VISHAL SAXENA
  • DEEPAK RANJAN SUNDARAY
  • ABHINAV KAPOOR

Each of these officers provided their own explanations (except one who remained non-responsive), and the ROC assessed their individual responsibility for the default.

Statutory Framework: Section 450 and CSR-2 Obligation

Penalty Provision: Section 450 of Companies Act 2013

The ROC relied on Section 450, which is a residuary penalty provision under the Companies Act 2013. This section applies when:

  • A company or any officer contravenes any provision of the Act or its rules, or
  • Breaches any condition attached to an approval, sanction, or exemption, and
  • No specific penalty is prescribed elsewhere in the Act.

In such cases:

  • The company and every officer in default are liable to a penalty of ₹10,000; and
  • In case the contravention continues, an additional penalty of ₹1,000 per day after the first day is payable;
  • Subject to a maximum of ₹2,00,000 for the company and ₹50,000 for each officer in default or other person.

CSR-2 Filing Requirement: Rule 12(1B) of Companies (Accounts) Rules 2014

Under the first proviso to Rule 12(1B), every company covered under Section 135(1) (i.e., companies required to undertake CSR) must:

  • Furnish a report on Corporate Social Responsibility in Form CSR-2
  • For the preceding financial year 2020-21
  • Separately to the Registrar of Companies
  • On or before 30th June 2022
  • After filing Form AOC-4/AOC-4 XBRL/AOC-4 NBFC (Ind AS), as applicable

Failure to furnish Form CSR-2 for FY 2020-21 within the prescribed time triggered the penal provisions of Section 450.

Nature of Default: Non-filing of CSR-2 for FY 2020-21

Based on the records available on the MCA portal, the ROC noted that:

  • The company had not filed Form CSR-2 for financial year 2020-21 within the deadline of 30/06/2022
  • The default continued till much later and was ultimately rectified only when the company filed CSR-2 on 02/04/2026
  • This delay constituted a contravention of the first proviso to Rule 12(1B) of the Companies (Accounts) Rules 2014

Accordingly, Show Cause Notices were issued to the company and its officers. Except for Shri Deepak Ranjan Sundaray, all others submitted written replies. On request, an e-hearing was scheduled on 21/05/2026 to provide an opportunity of personal hearing.

Submissions by the Company and Its Officers

1. Company and Shri Sharan Bihari Agrawal