ROC Kolkata Levies Penalty on Private Limited Company for Incorrect Status Declaration in AOC-4 XBRL Filing
Background of the Adjudication Proceedings
The Registrar of Companies, Kolkata, functioning in the capacity of Adjudicating Officer pursuant to Section 454 of the Companies Act, 2013, has levied monetary penalties for contravention of Rule 8(3) of the Companies (Registration Offices and Fees) Rules, 2014 read with Section 450 of the Companies Act, 2013. The enforcement action arose from a procedural lapse wherein a private limited entity submitted statutory financial statements with erroneous declarations regarding its corporate classification.
The subject entity, UMA TRADECOM PRIVATE LIMITED (CIN U51101WB2010PTC148445), a company incorporated under the provisions of the Companies Act and having its registered office located at 25, Rifle Range Road, Kolkata, West Bengal 700019, became the focus of this adjudication matter along with its authorized signatory SIDDHARTHA JALAN (DIN 00875890).
Legal Framework Governing the Proceedings
Appointment and Authority of the Adjudicating Officer
Through Gazette notification S.O. 831(E) dated 24th March 2015, the Ministry of Corporate Affairs designated the Registrar of Companies as Adjudicating Officer with authority vested under Section 454 of the Companies Act, 2013 read in conjunction with the Companies (Adjudication of Penalties) Rules, 2014. This statutory appointment empowers the officer to determine and impose penalties for violations committed under various provisions of corporate legislation.
Statutory Provisions Applicable
Section 450 of the Companies Act, 2013 establishes a general penalty provision applicable where specific penalties are not prescribed elsewhere in the legislation. The provision stipulates that when a company, any officer of a company, or any other person contravenes provisions of the Act or rules framed thereunder, or violates any condition, limitation, or restriction subject to which approval, sanction, consent, confirmation, recognition, direction, or exemption has been granted, such entity and every officer in default shall be liable to a penalty of ₹10,000. In situations involving continuing contraventions, an additional penalty of ₹1,000 per day applies after the first day of continuing violation, subject to a maximum ceiling of ₹2,00,000 for companies and ₹50,000 for officers in default or other persons.
Rule 8(3) of the Companies (Registration Offices and Fees) Rules, 2014 explicitly places responsibility upon the authorized signatory and any certifying professional for ensuring the accuracy of contents submitted in electronic forms and the correctness of attached enclosures.
Factual Matrix of the Default
The Original Filing and Detected Error
UMA TRADECOM PRIVATE LIMITED submitted Form AOC-4 (XBRL) bearing SRN AB9156065 for the financial year 2024-25 through the Ministry of Corporate Affairs electronic registry. During this statutory filing, the company inadvertently selected "Yes" in response to the query "Whether Company is an OPC or Small Company as at the Financial Year end date" appearing at Page No. 1, Point No. 2, when the correct response should have been "No."
This misrepresentation regarding the company's classification status constitutes a material inaccuracy in a statutory document filed with the regulatory authority and available as a public record for stakeholder reliance.
Company's Remedial Action
Upon discovering the error, the entity took corrective steps by submitting Form No. GNL-1 bearing SRN AC0868280, accompanied by supporting documentation including a Board Resolution, formal request letter, and Affidavit. Through this submission, the company requested that the Registrar mark the originally filed e-Form AOC-4 (XBRL) with SRN AB9156065 as defective.
In the explanatory statement accompanying the rectification request, the company acknowledged that the selection of an incorrect option occurred inadvertently during the filing process, specifically in relation to the corporate status declaration.
Issuance of Show Cause Notice
Based on the admission of incorrect filing, the Adjudicating Officer issued Show Cause Notice No. SCN/ADJ/01-2026/KK/03512 dated 21st January 2026 to both UMA TRADECOM PRIVATE LIMITED (CIN U51101WB2010PTC148445) and SIDDHARTHA JALAN (DIN 00875890), who served as the signatory of the impugned e-form.
The notice required the noticees to explain why penalties should not be imposed for contravention of Rule 8(3) of the Companies (Registration Offices and Fees) Rules, 2014 read with Section 450 of the Companies Act, 2013.