Obligation to Indicate Director Identification Number Section 158

 

Section 158  Every person or company, while furnishing any return, information or particulars as are required to be furnished under this Act, shall mention the Director Identification Number in such return, information or particulars in case such return, information or particulars relate to the director or contain any reference of any director. Section 158 mandates that every person or company must explicitly mention the Director Identification Number (DIN) in any return, information, or particulars furnished under the Act, provided the document relates to or contains any reference to a director Objective: It ensures public transparency, ease of tracking corporate history, and prevents corporate identity fraud by linking every directorial action directly to a unique Central Government-allotted identification number.   Applicability: Financial statements, Board reports, reply letters to regulators, statutory returns, and any compliance forms (like MGT-7 or DIR-12).   The Penalty Loophole & Section 172: Section 158 does not explicitly specify a penalty for its violation within the section text itself. Therefore, RoC authorities invoke the General Penalty under Section 172 of the Act. This imposes a penalty of ₹50,000 on the company and every officer in default. For continuing failures, a further penalty of ₹500 per day applies, subject to a maximum cap. The RoC has strictly enforced this provision recently, establishing that even minor omissions of a DIN on structural or casual communication attract strict liability. Case A: In the matter of M/s. Premier Solution Private Limited (RoC Ahmedabad) The Facts: The company filed its last three financial years' statements with the RoC Ahmedabad in connection with a Scheme of Amalgamation. Upon inspection, the RoC noticed that the company had omitted the DIN of its directors within the text/signature spaces of the audited Financial Statements. Defense Raised: The company argued that financial statements are distinct from "returns, information, or particulars" as stated in Section 158. RoC Verdict: The Adjudicating Officer rejected the defense, ruling that financial statements fall squarely within public interest data intended for stakeholders. The RoC imposed a minimum penalty of ₹1,50,000 each (₹50,000 × 3 years) on the company and its three directors individually, totaling ₹6,00,000. The order explicitly directed that the directors must pay this out of their personal income. Case B: In the matter of M/s. Wind World (India) Limited (RoC Mumbai) The Facts: During an ongoing inquiry conducted by inspecting officials under the Act, a director sent an official written reply letter dated August 9, 2022, to the office of the RoC Mumbai. The director signed the letter but failed to print or mention their DIN alongside their name. RoC Verdict: The RoC issued a show-cause notice under Section 454. Since the communication was required under the Act and referenced/emanated from a director, omitting the DIN was deemed a structural violation of Section 158. The RoC levied a penalty of ₹50,000 on the company and ₹50,000 on the default director (Totaling ₹1,00,000) under Section 172.