Consequences & penalty of late filing of form mgt-14

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Querist : Anonymous

Querist : Anonymous (Querist)

22 July 2014 Could some one elaborate as to what is the consequences of late filing of Form MGT-14, and what is penalty?

Ankur Garg

Ankur Garg (Expert)
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22 July 2014 Filing of form MGT.14 is mandated by section 117 of the Companies Act, 2013. Section 117(2), prescribe the penalty for non-filing of form MGT.14.

As per Section 117(2), if a company fails to file the resolution or the agreement under sub-section (1) before the expiry of the period specified under section 403 with additional fee, the company shall be punishable with fine which shall not be less than five lakh rupees but which may extend to twenty-five lakh rupees and every officer of the company who is in default, including liquidator of the company, if any, shall be punishable with fine which shall not be less than one lakh rupees but which may extend to five lakh rupees.

For more clarity about form MGT.14 read my article available at the link mentioned below:

https://www.caclubindia.com/articles/list-of-resolutions-to-be-filed-with-roc-in-form-mgt-14-20664.asp#.U8O57KM27cs

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Querist : Anonymous

Querist : Anonymous (Querist)

22 July 2014 thank you, but what is additional fees? whether any interest is applicable?

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Ankur Garg

Ankur Garg (Expert)
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22 July 2014 You may download table of fees (pursuant to rule 12 of the Companies (Registration of Offices and Fees) Rules, 2014) from the link given below. Additional fees is given on page -7.

http://www.mca.gov.in/Ministry/pdf/tableoffee_01042014.pdf

Thanks

Querist : Anonymous

Querist : Anonymous (Querist)

22 July 2014 Thanks suppose we (unlisted company) held last board meeting on 31.03.14, then next board meeting should be held on 29.07.14 and MGT-14 should be filed on or before 27.08.2014 , am i correct?

Ankur Garg

Ankur Garg (Expert)
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22 July 2014 Kindly explain for what purpose you want to file form MGT.14 and what is the date of board meeting in which you pass the resolution which is required to be filed with ROC in form MGT.14.

Querist : Anonymous

Querist : Anonymous (Querist)

22 July 2014 for the purpose of filing directors interest, date of meeting is 31.03.14

Ankur Garg

Ankur Garg (Expert)
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22 July 2014 First read the new law regarding disclosure of Interest by Director. For taking note of disclosure of Interest by Director Board meeting should compulsorily be held After April 01, 2014 as new form MBP.1 was introduced in April 01, 2014.

Disclosure of Interest by Directors under CA, 2013

As per section 184(1) of Companies Act, Every director shall:

(i.) At the first meeting of the Board in which he participates as a director; and thereafter
(ii.) At the first meeting of the Board in every financial year or
(iii.) Whenever there is any change in the disclosures already made, then at the first Board meeting held after such change,

disclose his concern or interest in any company or companies or bodies corporate, firms, or other association of individuals which shall include the shareholding, in such manner as may be prescribed.

Form MBP.1
As per section 184(1) read with rule 9(1) of Companies (Meetings of Board and its Powers) Rules, 2014, Every director shall disclose his concern or interest in any company or companies or bodies corporate (including shareholding interest), firms or other association of individuals, by giving a notice in writing in Form No. MBP 1.

Requirement of filing form MGT.14 for disclosure of interest by Director

As per Section 117(1), certain resolutions and agreements as required by section 117(3) are required to be submitted with ROC through filing form MGT.14. Section 117(3) also refers matter given in section 179(3) are also required to be reported via MGT.14.

As per section 179(3)(k) read with rule 8(5) of Companies (Meetings of Board and its Powers) Rules, 2014, taking note of the disclosure of director’s interest and shareholding shall be done by the Board only by means of resolutions passed at meetings of the Board. Hence it is duty of the company to pass board resolution to take note of disclosure of interest by Director and file a copy of that board resolution in MGT.14. within 30 days of passing board resolution.

Now it is almost established that form MBP.1 regarding disclosure of director’s interest is also required to be attached through form MGT.14 along with copy of resolution passed u/s 184(1). As per my opinion there is no harm in attaching form MBP.1 with MGT.14 along with copy of board resolution though there is no compulsion as far as language of form MGT.14 is concerned.

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