441. Compounding of certain offences

(1) Notwithstanding anything contained in the Code of Criminal Procedure, 1973,

any offence punishable under this Act (whether committed by a company or any officer

thereof) with fine only, may, either before or after the institution of any prosecution, be

compounded by—

(a) the Tribunal; or

(b) where the maximum amount of fine which may be imposed for such offence

does not exceed five lakh rupees, by the Regional Director or any officer authorised by

the Central Government,

on payment or credit, by the company or, as the case may be, the officer, to the Central

Government of such sum as that Tribunal or the Regional Director or any officer authorised

by the Central Government, as the case may be, may specify:

Provided that the sum so specified shall not, in any case, exceed the maximum amount

of the fine which may be imposed for the offence so compounded:

Provided further that in specifying the sum required to be paid or credited for the

compounding of an offence under this sub-section, the sum, if any, paid by way of additional

fee under sub-section (2) of section 403 shall be taken into account:

Provided also that any offence covered under this sub-section by any company or its

officer shall not be compounded if the investigation against such company has been initiated

or is pending under this Act.

(2) Nothing in sub-section (1) shall apply to an offence committed by a company or its

officer within a period of three years from the date on which a similar offence committed by

it or him was compounded under this section.

Explanation.—For the purposes of this section,—

(a) any second or subsequent offence committed after the expiry of a period of

three years from the date on which the offence was previously compounded, shall be

deemed to be a first offence;

(b) “Regional Director” means a person appointed by the Central Government as

a Regional Director for the purposes of this Act.

(3) (a) Every application for the compounding of an offence shall be made to the

Registrar who shall forward the same, together with his comments thereon, to the Tribunal or

the Regional Director or any officer authorised by the Central Government, as the case may

be.

(b) Where any offence is compounded under this section, whether before or after the

institution of any prosecution, an intimation thereof shall be given by the company to the

Registrar within seven days from the date on which the offence is so compounded.

prosecution shall be instituted in relation to such offence, either by the Registrar or by any

shareholder of the company or by any person authorised by the Central Government against

the offender in relation to whom the offence is so compounded.

(d) Where the compounding of any offence is made after the institution of any

prosecution, such compounding shall be brought by the Registrar in writing, to the notice of

the court in which the prosecution is pending and on such notice of the compounding of the

offence being given, the company or its officer in relation to whom the offence is so

compounded shall be discharged.

(4) The Tribunal or the Regional Director or any officer authorised by the Central

Government, as the case may be, while dealing with a proposal for the compounding of an

offence for a default in compliance with any provision of this Act which requires a company

or its officer to file or register with, or deliver or send to, the Registrar any return, account or

other document, may direct, by an order, if it or he thinks fit to do so, any officer or other

employee of the company to file or register with, or on payment of the fee, and the additional

fee, required to be paid under section 403, such return, account or other document within

such time as may be specified in the order.

(5) Any officer or other employee of the company who fails to comply with any order

made by the Tribunal or the Regional Director or any officer authorised by the Central

Government under sub-section (4) shall be punishable with imprisonment for a term which

may extend to six months, or with fine not exceeding one lakh rupees, or with both.

(6) Notwithstanding anything contained in the Code of Criminal Procedure, 1973,—

(a) any offence which is punishable under this Act, with imprisonment or fine, or

with imprisonment or fine or with both, shall be compoundable with the permission of

the Special Court, in accordance with the procedure laid down in that Act for

compounding of offences;

(b) any offence which is punishable under this Act with imprisonment only or

with imprisonment and also with fine shall not be compoundable.

(7) No offence specified in this section shall be compounded except under and in

accordance with the provisions of this section.