State whether the following offences under the Companies Act, 2013 are compoundable, if yes, also mention the Compounding Authority: (i) Failure to comply with the provisions relating to transfer and transmission of secu
CS Professional · Resolution of Corporate Disputes, Non-Compliances & Remedies · PYQS · December 2021
State whether the following offences under the Companies Act, 2013 are compoundable, if yes, also mention the Compounding Authority: (i) Failure to comply with the provisions relating to transfer and transmission of securities. (ii) A Company fails to repay the deposit or part thereof or any interest thereon within the time specified or such further time as may be allowed. (iii) Failure to distribute dividend within thirty days. (iv) Contravention of provisions relating to charges.
Answer & Explanation:
(i) Failure to comply with the provisions relating to transfer and transmission of securities According to section 56(6) of the Companies Act, 2013 (the Act), where any default is made in complying with the provisions of sub-sections (1) to (5) relating to transfer and transmission of securities, the company and every officer of the company who is in default shall be liable to a penalty of fifty thousand rupees. Since the offence is not punishable with imprisonment only, or with imprisonment and also with fine, and the monetary penalty leviable under Sec 56(6) is less than the limit of ₹25 Lakhs, prescribed under Sec 441(1) of the Act, the offence may be compounded by Regional Director. (ii) A Company fails to repay the deposit or part thereof or any interest thereon within the time specified or such further time as may be allowed According to section 76A of the Companies Act, 2013, if a company fails to repay the deposit or part thereof or any interest due thereon within the time specified under section 73 or section 76 or rules made thereunder or such further time as may be allowed by the Tribunal, - the company shall, in addition to the payment of the amount of deposit or part thereof and the interest due, be punishable with fine which shall not be less than one crore rupees or twice the amount of deposit accepted by the company, whichever is lower but which may extend to ten crore rupees; and every officer of the company who is in default shall be punishable with imprisonment which may extend to seven years and with fine which shall not be less than twenty-five lakh rupees but which may extend to two crore rupees. Since the offence is punishable with imprisonment and fine, the same is non-compoundable under Sec 441. (iii) Failure to distribute dividend within thirty days According to section 127 of the Companies Act, 2013, where a dividend has been declared by a company but has not been paid or the warrant in respect thereof has not been posted within thirty days from the date of declaration to any shareholder entitled to the payment of the dividend, every director of the company shall, if he is knowingly a party to the default, be punishable with imprisonment which may extend to two years and with fine which shall not be less than one thousand rupees for every day during which such default continues and the company shall be liable to pay simple interest at the rate of eighteen per cent. per annum during the period for which such default continues. Since the offence is punishable with imprisonment and fine, the same is non-compoundable under Sec 441. (iv) Contravention of provisions relating to Charges According to section 86 of the Companies Act, 2013, if any company is in default in complying with any of the provisions of Chapter VI (Registration of Charges etc.), the company shall be liable to a penalty of five lakh rupees and every officer of the company who is in default shall be liable to a penalty of fifty thousand rupees. Since the offence is not punishable with imprisonment only, or with imprisonment and also with fine, and the monetary penalty leviable under Sec 86 is less than the limit of ₹25 Lakhs, prescribed under Sec 441(1) of the Act, the offence may be compounded by Regional Director.
Topics: Companies Act, 2013
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