Home > Legal > Decoding Officer-in-Default under the Companies Act 2013

Decoding Officer-in-Default under the Companies Act 2013

Written By

Nikita Sukhathankar, Koustubh Athavale, Garima Mitra

Published on

February 25,
2024

Last updated on

July 22, 2025
10:40

Link copied to clipboard!

https://treelife.in/legal/decoding-officer-in-default-under-the-companies-act-2013/

Facing default status issues? Secure your team.

Content Overview

Facing default status issues? Secure your team.

Quick Summary

Under the Companies Act, 2013, an “Officer in Default” refers to specific individuals within a company who can be held liable for any defaults or non-compliance with the Act’s provisions. As defined in Section 2(60), this includes:

Whole-time directors
Key managerial personnel
Any director(s) specified by the Board who have consented to be accountable
Any person charged with responsibility under the immediate authority of the Board or key managerial personnel
Individuals whose directions or instructions the Board is accustomed to act upon, excluding those advising in a professional capacity
Every director aware of contravention, either by participation or consent
In matters of share issuance or transfer, the share transfer agents, registrars, and merchant bankers involved

This designation ensures accountability among company officers, emphasizing the importance of compliance with corporate regulations.

DOWNLOAD FULL PDF

An officer-in-default is a person associated with a company who is held liable for any penalty or punishment in case of default committed by the company under the Companies Act, 2013.

Who is qualified as an officer in default?
Section 2(60) of the Companies Act 2013 makes provision for identifying specific persons who may be held liable in case of a default by the company:

About the Author

Nikita Sukhathankar

Senior Associate | Transactions | nikita.s@treelife.in

Brings deep expertise in transactions, regulatory compliance, and corporate law. Specializes in venture capital, private equity, and complex deal structuring, helping startups navigate financial and legal frameworks with ease.

Koustubh Athavale

Senior Associate | Legal | koustubh.a@treelife.in

Provides expertise in commercial contracts, dispute resolution, and data privacy. Leverages extensive experience in the startup ecosystem to deliver tailored legal solutions for diverse business needs.

Garima Mitra

Co-founder | garima@treelife.in

Spearheads Transactions, Contracts, and Compliance verticals. Combines expertise in business law and a passion for social impact to shape the legal and financial ecosystem for startups.