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Corporate and Business Registration Department (A Department of the Ministry of Finance and Economic Development)

Offences under the Companies Act 2001

No fee is payable at the time of filing of any documents required by the Companies Act 2001.  However any company or person who fails to comply with the Companies Act 2001 commits an offence and is liable for prosecution. The fine varies between Rs. 100,000 to Rs. 1 m and up to 5 years of imprisonment.

Example of some offences and the maximum fine payable in Court after conviction:   

Sections

Offences

Maximum fine

15

Failure to produce books called for by Registrar under his power of inspection

Rs 200,000

52

Failure to file with the Registrar a return of allotment within 14 days of the issue of shares

Rs 100,000

115

Failure to call an annual meeting of shareholders once in a year or later than 15 months after the previous annual meeting or later than 6 months after the company's balance sheet date

Rs 200,000

127

Failure to file the statement of particulars of charge created by the company

Rs 200,000

142

Failure by the Board to notify the Registrar of any change in Directors/Secretary or change in their residential address

Rs 200,000

163

Failure by a company or its directors to appoint a secretary within 2 months of being ordered to do so by the Registrar or the Court

Rs 100,000

189

Failure by a company to change its registered office where required to do so by the Registrar

Rs 200,000

215

Failure by the company to file their financial statements or group account statement.

Rs 200,000

223

Failure to file the annual return of the company with the Registrar within the prescribed delay

Rs 100,000

294

Failure to inform the Registrar within 14 days when ceasing to be dormant

Rs 200,000

334

Any director, employee, shareholder who falsifies any records of the company

Rs 1m + 5 years imprisonment