Penalty for Incorrect CSR Disclosure in Form AOC-4 XBRL: ROC Mumbai Order Explained

The Registrar of Companies, Mumbai I, has recently passed an adjudication order that underlines the personal responsibility of company officers while filing statutory forms, especially where declarations are made under Straight Through Processing (STP). The case concerns incorrect reporting of Corporate Social Responsibility (CSR) applicability in Form AOC-4 XBRL for FY 2024–25 and the consequent penalty imposed under Section 450 read with Section 454 of the Companies Act, 2013.

This order provides a clear compliance lesson: even an inadvertent error in an e-form, if it results in a wrong declaration, can invite a personal monetary penalty on the officer who has digitally signed and certified the form.

Background of the Adjudication

Appointment of Adjudicating Officer

The Ministry of Corporate Affairs, through Gazette Notification No. S.O. 698(E) dated 10/02/2026, appointed the concerned officer as an Adjudicating Officer under Section 454 of the Companies Act, 2013. This appointment empowers the officer to levy penalties under the Act in accordance with the Companies (Adjudication of Penalties) Rules, 2014.

Note: The adjudicating authority derives its jurisdiction from Section 454, which provides for adjudication of penalties where specific defaults under the Act or Rules are noticed.

Company and Officer Involved

The proceedings relate to:

  • Company: COMPLETE SPORTS AND MANAGEMENT INDIA LIMITED

    • CIN: U92410MH2002PLC138419
    • Registered Office: B-223-226, 2ND FLOOR, CHINTAMANI PLAZA MOHAN STUDIO COMPOUND, ANDHERI KURLA ROAD, CHAKALA, ANDHERI(EAST) AIRPORT (MUMBAI) MUMBAI MUMBAI MAHARASHTRA INDIA 400099

  • Officer in Default / Applicant:

    • Name: Rohit Rajesh Mathur
    • Designation: Managing Director
    • DIN: 00584111

The order deals with a suo motu adjudication application filed by the Managing Director himself, acknowledging an error in the e-form filing.

General Penalty under Section 450

Section 450 of the Companies Act, 2013 is a residuary penalty provision. It states that where any provision of the Act or rules is contravened and no specific penalty or punishment is provided elsewhere, the company and every officer in default (or any other person) is:

  • liable to a penalty of ten thousand rupees; and
  • in case of a continuing contravention, liable to an additional penalty of one thousand rupees per day after the first day of default;
  • subject to a maximum of two lakh rupees for the company and fifty thousand rupees for each officer in default or other person.

In this case, since the contravention related to incorrect certification in an e-form and there was a specific date of filing, the Adjudicating Officer treated it as a default attracting the base penalty of ₹10,000 on the officer in default.

Rule 8 of the Companies (Registration Offices and Fees) Rules, 2014

The adjudication hinges on the obligations under Rule 8(1) and Rule 8(3) of the Companies (Registration Offices and Fees) Rules, 2014:

  • Rule 8(1) – mandates that an electronic form must be authenticated by authorised signatories using a digital signature.
  • Rule 8(3) – clearly provides that the authorised signatory and the professional, if any, who certifies an e-form are responsible for the correctness of:
    • the contents of the e-form; and
    • the documents and enclosures attached to the e-form.

The ROC’s order specifically focuses on Rule 8(3), holding the Managing Director personally accountable for the incorrect CSR declaration in Form AOC-4 XBRL.

Facts of the Case

Filing of Form AOC-4 XBRL

The Managing Director, Mr. Rohit Mathur, submitted a suo motu application on 04.03.2026 under Section 454, informing the ROC, Mumbai I, of an error in the statutory filing. The essential facts are: