25 November 2021
LIMITED COMPANY HAS NOT FILED AOC-4(FILING DATE SEPTER 2015) FOR THE YEAR ENDED 2015. HOWEVER HAS BEEN FILLING IN LATER YEARS. ROC HAS INITIATED CRIMINAL PROCEDINGS IN COURT IN YEAR 2017. SUMMONS HAS BEEN RECIVED BY DIRECTOR NOW IN 2021 ( DIRECTOR WAS NOT ON BOARD IN AUGUST 2015 AS HE HAD RESIGNED IN JULY BY FILLING DIR 11 WHICH WAS APPROVED BY MCA). WHAT IS RECOURSE TO DIRECTOR TO ABSOLVE HIMSELF FROM THIS FALSE CASE. WHAT IS THE RIGHT COURSE OF ACTION TO FOLOW AT COURT END AND ROC END. I HEAR THE SETION 137 IS DECRIMINALIZED AND PENALTY IS REDUCED. PLEASE GUIDE AS REGARDS MY LIABILTY (AS I WAS NOT ON BOARD DURING NON COMPLIANCE IN OCT 2015.
11 July 2024
In your situation, where a director has received summons related to non-compliance with filing AOC-4 for the year ended 2015, here are some key points and potential actions to consider:
1. **Director's Liability**: As per the Companies Act, directors are responsible for ensuring timely and accurate filing of annual financial statements (AOC-4) with the Registrar of Companies (ROC). However, liability may differ based on the period of directorship and specific roles during the non-compliance period.
2. **Resignation and Filing DIR-11**: You mentioned that you resigned from the board in July 2015 and filed DIR-11, which was approved by MCA. This is crucial because it signifies that you ceased to be a director before the non-compliance occurred in September 2015. Directors are generally held liable for actions taken during their tenure, so your resignation and approved filing may absolve you from liability related to non-compliance occurring after your resignation.
3. **Criminal Proceedings**: If criminal proceedings have been initiated against you, it is essential to: - Review the summons and charges carefully to understand the allegations against you. - Gather evidence to demonstrate that you were not on the board during the period of non-compliance (July 2015 onward). - Consult with a legal advisor who specializes in corporate law to represent you in court and argue your case effectively.
4. **Decriminalization of Certain Offences**: Section 137 of the Companies Act has been decriminalized for certain non-compliances, and penalties may apply instead of criminal prosecution. The applicability of these changes depends on the specific circumstances of your case and the nature of the offence alleged.
5. **Course of Action**: - Respond to the summons and appear in court as required. Failure to respond to legal notices or appear in court can result in adverse consequences. - Present documentary evidence supporting your resignation and approved filing of DIR-11 to demonstrate your lack of involvement in the non-compliance. - Engage legal counsel to prepare a defense strategy and argue your case based on facts and legal provisions.
6. **ROC and Compliance**: Apart from court proceedings, ensure that all current compliance obligations with ROC are met promptly. This includes filings for subsequent years and any outstanding filings that may still need attention.
Given the complexity of legal proceedings and potential consequences, it is crucial to seek professional legal advice promptly. A qualified lawyer can assess your specific situation, advise on the best course of action, and represent you effectively in court proceedings to protect your interests.
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