ROC Mumbai Slaps Penalty on Company for Delay in Secretarial Audit Report Filing

ROC Mumbai Slaps Penalty on Company for Delay in Secretarial Audit Report Filing

The Registrar of Companies (ROC) Mumbai has levied a Rs. 2 lakh penalty on a company named Evonik India Private Limited vide an order of adjudication dated January 23, 2026. The action has been taken under Section 454 of the Companies Act, 2013, for contravention of Section 204(4) of the Act.

The disputed company had voluntarily furnished an adjudication application dated December 19, 2025, under Section 454 read with Section 204 of the Companies Act, 2013, acknowledging non-compliance committed by it.

According to Section 204, every listed company and certain prescribed classes of companies are required to attach a secretarial audit report with the Board’s Report under Section 134(3). This report is required to be prepared by a practising company secretary. The company must give full support and access to its records to the company secretary so that he/she can properly conduct the secretarial audit.

In the present case, the company asserted that the board and stakeholders at the Annual General Meeting held on September 29, 2022, had approved its financial statements for the financial year 2021-2022. However, the required secretarial audit report was obtained by the company much later, on March 29, 2023, and thereafter the company filed its financial statements for FY 2021-2022 in E-form AOC-4 on March 30, 2023.

Since the secretarial audit report was required to be obtained before the approval and filing of the financial statements, and the company failed to do so, the ROC held the company liable for penal action under Section 204(4) of the Act. In conclusion, ROC levied a penalty amounting to Rs. 2 lakh on the disputed company, i.e., Evonik India Private Limited, and directed it to pay the penalty amount and rectify the default within the time period of 90 days from the day of receiving the order.