The Registrar of Companies (ROC) Cuttack, under the Ministry of Corporate Affairs, has imposed a penalty of ₹50,000 on an officer of SAV Industries Private Limited for failing to file Form MGT-14 along with the board resolution approving the company’s financial statements for the financial year ended 31 March 2014. This case highlights the importance of timely compliance with statutory filing requirements under the Companies Act, 2013, even after a company has been dissolved.
Background of the Case
- Company Name: SAV Industries Private Limited
- CIN: U28112OR1999PTC005891
- Registered Office: Rourkela, Odisha
- Officer in Default: Ayush Agarwal (DIN: 01820501)
- Penalty Amount: ₹50,000
- Order Date: 11 December 2025
- Company Status: Dissolved by NCLT on 10 July 2023
Despite the company’s dissolution, the ROC proceeded with adjudication under Section 454 of the Companies Act, 2013, emphasizing that officers remain accountable for past non-compliance.
Legal Provisions Explained
- Section 117(1): Certain resolutions and agreements must be filed with ROC.
- Section 117(2): Penalty for non-compliance:
- Company: ₹10,000 + ₹100 per day (max ₹2,00,000)
- Officer: ₹10,000 + ₹100 per day (max ₹50,000)
- Section 179(3)(g): Board approval of financial statements is a resolution that must be filed in Form MGT-14.
Failure to comply attracts penalties under these provisions.
Order Highlights
- SAV Industries failed to file Form MGT-14 for its board resolution approving financial statements for FY 2013-14.
- No response was received to the show-cause notice issued on 16 October 2025.
- Penalty imposed: ₹50,000 on Ayush Agarwal, the officer in default.
- Payment must be made within 90 days via MCA’s e-Adjudication portal from personal funds.
- Appeals can be filed with Regional Director, Kolkata within 60 days.
Why Penalty After Dissolution?
Under Section 454, penalties can be imposed on officers even after the company is dissolved. This ensures accountability and reinforces the importance of compliance during the company’s active period.
Compliance Lessons
- File Form MGT-14 promptly for board resolutions under Section 179(3).
- Maintain a compliance calendar to track MCA deadlines.
- Respond to show-cause notices to avoid maximum penalties.
- Engage a Company Secretary or Legal Advisor for regular compliance audits.
Conclusion
This case is a clear reminder that corporate compliance obligations do not end with company dissolution. Officers remain personally liable for past defaults under the Companies Act, 2013. Timely filing of Form MGT-14 and other statutory documents is essential to avoid penalties and protect professional credibility. Avoid costly penalties! Stay compliant with MCA regulations. For expert guidance on corporate filings, consult a professional today.
References:
ROC Cuttack Penalty Order dated 11/12/2025