Penalty for Wrong CSR Selection in Form AOC-4: ROC Kolkata Adjudication Under Section 454

Background and Regulatory Context

The Registrar of Companies, Kolkata has passed an adjudication order under Section 454 of the Companies Act, 2013, imposing monetary penalties on a company and its certifying director for filing Form AOC-4 with incorrect particulars relating to Corporate Social Responsibility (CSR). The matter arises from a violation of Section 450 of the Companies Act, 2013 read with Rule 8(3) of the Companies (Registration Offices and Fees) Rules, 2014.

This order underscores that even seemingly minor or inadvertent errors in statutory e-filings—such as an incorrect selection in a dropdown—can attract penalty where such error impacts the accuracy of the public records maintained on the MCA portal.

Appointment of Adjudicating Officer

The adjudication proceedings were conducted by the Registrar of Companies, Kolkata, who was appointed as the Adjudicating Officer through Gazette notification number S.O. 698(E) dated 10/02/2026, issued by the Ministry of Corporate Affairs. The appointment was made under the powers granted by Section 454 of the Companies Act, 2013, read with the Companies (Adjudication of Penalties) Rules, 2014, authorising the officer to impose penalties for non-compliance under the Act and the rules framed thereunder.

Parties Involved

Corporate Entity

  • Company: M RAJKRISHNA TRADING PRIVATE LIMITED
  • CIN: U74999WB2009PTC137707
  • Registered Office Address: 3, BYSACK STREET, NA KOLKATA WEST BENGAL INDIA 700007
  • Governing Law: Registered under the provisions of the Companies Act, 2013/1956

Individual Officer

  • Director/Certifying Person: KESHAV MUNDHRA

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

Statutory Provisions Involved

Section 450 – Residual Penalty Provision

Section 450 of the Companies Act, 2013 is a residual penalty provision. It provides that where any provision of the Act or the rules made thereunder is contravened and no specific penalty is prescribed elsewhere in the Act for such contravention, then:

the company and every officer of the company who is in default or any other person shall be liable to a penalty of ten thousand rupees, and in case of 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 who is in default or any other person.

Thus, Section 450 operates as a general penalty clause that becomes applicable when there is a violation of the Act or the rules, but no dedicated penalty provision covers such breach.

Rule 8(3) – Responsibility for Correctness of E-Forms

Rule 8(3) of the Companies (Registration Offices and Fees) Rules, 2014 provides that:

The authorized 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.

This rule directly fixes responsibility on the signatory and certifying professional/director for any incorrect or defective contents or attachments in statutory e-forms filed with the MCA.

In this case, Rule 8(3) read with Section 450 formed the legal basis for imposing penalties on the company and its certifying director.

Factual Matrix of the Case

Filing of Incorrect Form AOC-4

For the financial year 2024-25, M RAJKRISHNA TRADING PRIVATE LIMITED submitted Form AOC-4 in XBRL mode (referred to as the “impugned e-form”) with SRN: AC0935135.