COMPOUNDING OR CONDONING DELAY UNDER SECTION 141 AT OFFICE OF REGIONAL DIRECTOR

Pursuant to notification issued by Central Government in official Gazette dated 10.07.2012, some of the powers under Companies Act, 1956 have been delegated to Regional Director. Some of the major powers are Shifting of Registered office of the Company from one state to another under section 17, Rectification of the name of a company under section 22, Rectification by central government of register of charges under section 141 for registration of charge, Approval of Contracts under section 297 (1) etc. The list is provided in the notification attached herewith. 

Most common section for which we need to refer to this circular from practicing Company Secretary's point of view is section 141 i.e Rectification by central government of register of charges under section 141 of creation/modification or satisfaction of charges. 

According to Section 125 of Companies Act, 1956 every charge, creation, modification & satisfaction thereof needs to be registered with Registrar of Companies under whose jurisdiction Company is registered in e form No. 8 

The time given for registration is 30 days from the date on which charge is created or modified. The Company can also file charge with the delay of 30 more days with payment of additional fees. However in case of registration of satisfaction of charges the benefit of additional time is not available and we need to file form 17 for satisfaction of charge within 30 days only, from the date on which the Company has paid off entire loan amount and loan account is closed by the bank. The Computation of 30 days usually starts from the date on which Company receives the due clearance letter from the Bank. 

When the Company fails to file form 8 or 10 or 17 respectively we need to get the delay condoned as per provisions of section 141 of Companies Act, 1956  by making application to Regional Director. Earlier this power was vested in Company Law Board, but now pursuant to notification issued by central government in official gazette on 10.07.2012 this power is delegated to Regional Director. 

For this purpose the Company needs to file form no. 24AAA. In this form Company needs to attach following Documents;

1. Scanned Copy of Petition 
2. Memorandum of Appearance
3. Copy of Challan for Form 8/10/17
4. Affidavit from Director to verify the petition.
5. CTC of Board Resolution, authorizing director to make petition. 

Once the Form is filed the Regional Director will approve the form if everything is in order and ask the Company to pay additional fees by issuing order for condoning delay. 

Once the Additional Fees is paid the Company needs to file form 21 for filing order of Regional Director with Registrar of Companies within 60 days from the date of issue of order by Regional Director. 

Following is the format of Petition for condoning delay with Regional Director. 

"Annexure 'E'

"FORM 1

(See rule 6B, 6C and 6D)

[Form for filing petitions to the Central Government (Regional Director)

(pursuant to section 17, 141 and 188 of the Companies Act, 1956)]

BEFORE THE REGIONAL DIRECTOR, MUMBAI

IN THE MATTER OF THE COMPANIES ACT, 1956, SECTION 141

IN THE MATTER OF (Name of Company)

(Company registered under the Companies Act, 1956 and it registered office ____________)

(Petitioner)

Versus

REGISTRAR OF COMPANIES, (Name and Address), 

(Respondent)

01.	DETAILS OF PETITION Basic Details of the Company
02.	Particulars of the petitioner(s) (need not be stated where company is the petitioner) (Name, description, father's /husband's name, occupation, capacity, i.e. qua shareholder, qua depositor and address of the petitioner(s).
03.	Particulars of respondent(s) need not be stated where company is the respondent) (Name, description, father's /husband's name, occupation, capacity, i.e. qua shareholder, qua depositor and address of the petitioner(s).
04.	JURISDICTION OF THE REGIONAL DIRECTOR/ REGISTRAR OF COMPANIES The petitioner declares that the subject matter of the petition is within the jurisdiction of the Regional Director, Mumbai.
05.	LIMITATION The petitioner further declares that the petition is within the limitation laid down in Section 141of the Companies Act, 1956.
06.	Contentions of the Petitions
07.	MATTERS NOT PREVIOUSLY FILED OR PENDING WITH ANY OTHER COURT. The petitioner further declares that it had not previously filed any application, writ petition or suit regarding the matter in respect of which this petition has been made, before any court of law or any other authority or any other Bench or the Board and not any such application, writ petition or suit is pending before any of them.
08.	RELIEF(S) SOUGHT. In view of the facts mentioned in Para 6 above, the petitioner prays for the following relief(s):
09.	Interim order, if any, prayed for. Pending final decision on the petition, the petitioner seeks issue of the following interim order: (Give here the nature of the interim order prayed for with  reasons) NOT APPLICABLE

10.	LIST OF ENCLOSURES (See rule 6 F )

For (NAME OF COMPANY)

     (DIRECTOR)