compounding of offence for not holding AGM

[ARS]

Dear friends

company X , is a listed company. It is not in a position to hold AGM for the year ended 2013-14 for non finalization of accounts. It approached the ROC for extension of AGM , but was REJECTED saying non finalization of accounts is not the ground for failure.

However the company is not in position to call an AGM and will commit a offence as on 30th september 2014 as per section 96 of the companies act 2013.

section 99 says the penalty for the default is 1 Lakh and Rs 5000 for every day during which the default continues.

So I just need to understand what is meant by compounding as per section 441. And can the company go for compounding of the above offence under section 441. If so to what extent it has to pay the above penalty?

Assuming november as the best possible date for conducting the AGM how can the company approach ROC for compounding?

Please help

[Gaurav Purohit]

Hello,

Firstly I would like to inform that sec 441 of Companies act 2013 is not enforced till today...
So provision of act 1956 is applied..

Which offences under Companies Act 1956 can be compounded?

Offences under various Sections of Companies Act 1956 (‘the Act’) can be classified into following five categories:

a) Offences punishable with fine only;
b) Offences punishable with fine or imprisonment;
c) Offences punishable with fine or imprisonment or both;
d) Offences punishable with imprisonment only;
e) Offences punishable with imprisonment and also with fine.


As per Section 621A of the Act, offences committed by a company or any officer thereof under the above first three categories are compoundable

whereas offences under remaining two categories are not compoundable.

So your query realed to NOT HOLDING AGM is compoundable

Further, offences under other Acts like Employees’ Provident Funds & Misc. Provisions Act 1952 or Employees’ State Insurance Act 1948 cannot be compounded under Section 621A of Companies Act.

Offences committed by persons other than a company or its officers (like trustees, liquidators, contributories etc.) cannot be compounded under the Act.

Which offences are not compoundable?
i) Offences under Sections 58A(5), 58A(6)(a)(i) & (ii), 58A(10), 58AA(9) relating to acceptance of deposits
ii) Section 68A(i): Personation for acquisition etc. of shares.
iii) Section 73(2B): Failure to make payment within 6 months from the expiry of the 8th day.
iv) Section 80A(3)(a) & (b): Failure to comply with Section 80A.
v) Section 108-I(4)(a): Contravention of Sections 108B or 108D.
vi) Section 116: Personation of shareholder
vii) Section 117C(5): Default in complying with order of Tribunal.
viii) Section 153B(3)(b): Declaration by a trustee as stated in Section 153(3)(b).
ix) Section 207: Not distributing dividend within 30 days.
x) Section 209A(8): Failure to comply with Section 209A.
xi) Section 269(11): Contravention of Section 269(10).
xii) Section 293A(5)(b): Political contribution made contrary to Section 293A
xiii) Section 446A: Failure of directors and other officers to complete the books of account and get them audited upto date of winding up order made by Tribunal and submitted to Tribunal.
xiv) Section 540: Frauds by officers in relation to winding up.
xv) Section 541(1): Failure to maintain proper books of account in relation to winding up.
xvi) Section 581ZM(2): Failure to furnish information relating to Producer Company.
xvii) Section 625(4): Failure on the part of a shareholder to pay compensation.
xviii) Section 628: False statements as mentioned therein.
xix) Section 629: False evidence given as stated therein.
xx) Section 630(2): Wrongful with holding of property


So your offence of not holding AGM is compoundable. ..



Feel free to contact...

Mail- gauravpu...@gmail.com

[Gaurav Purohit]

[Gaurav Purohit]