# Section 74 — Repayment of Deposits Accepted Before Commencement of the 2013 Act
## Context
Deals with deposits accepted under the old Companies Act, 1956 which remained unpaid (principal or interest) when the 2013 Act came into force.
## Statement to Registrar — Section 74(1)(a)
The company shall file a statement with the Registrar containing:
All deposits accepted by the company,
Sums remaining unpaid and interest payable thereon, and
Arrangements made for repayment.
Time: Within 3 months from such commencement (of the 2013 Act) OR from the date payments are due.
## Time Limit for Repayment — Section 74(1)(b)
Repay within:
3 years from such commencement, OR
On or before the expiry of the period for which the deposits were accepted,
— whichever is EARLIER.
> Renewal: Any renewal of such deposits must comply with Chapter V of the 2013 Act and the rules.
## Extension by Tribunal — Section 74(2)
On application by the company, the Tribunal (NCLT) may:
Consider financial condition, amount of deposit, interest, etc.,
Allow further reasonable time to repay.
## Punishment for Non-Repayment — Section 74(3)
If the company fails to repay within the time specified (or extended time):
### On Company
Fine: Minimum Rs. 1 crore, Maximum Rs. 10 crore
(In addition to repayment of deposit + interest)
### On Every Officer in Default
Imprisonment up to 7 years, OR
Fine: Minimum Rs. 25 lakh, Maximum Rs. 2 crore, OR
BOTH
## Section 75 (Damages for Fraud)
> Note: Section 75 has been REMOVED from the syllabus as per ICAI Notification — not examinable.
## Memory Cues
Statement: 3 months
Repayment: 3 years OR original tenure (earlier)
Company fine: 1 cr – 10 cr
Officer: 7 yrs imprisonment / 25 lakh – 2 cr fine / both
Worked example
### Example 1
Example 1 — Repayment Period: PQR Ltd. accepted a 5-year deposit on 1-Apr-2012 under the old Act, maturing 1-Apr-2017. The 2013 Act commenced on 1-Apr-2014. Compare: (a) 3 years from commencement = 1-Apr-2017; (b) original maturity = 1-Apr-2017. The earlier date is 1-Apr-2017, by which repayment must be made.
### Example 2
Example 2 — Tribunal Extension: If PQR Ltd. cannot repay by 1-Apr-2017 due to financial distress, it may apply to NCLT for an extension — NCLT may grant reasonable further time after examining its financial condition.
### Example 3
Example 3 — Penalty: XYZ Ltd. fails to repay Rs. 5 crore of old deposits within the time. Consequence: Company fined Rs. 1 crore – Rs. 10 crore (in addition to repaying deposit + interest). Officer in default → imprisonment up to 7 years OR fine Rs. 25 lakh – Rs. 2 crore OR both.
⚠️ Common exam mistakes
Confusing 3 months (statement filing) with 3 years (repayment).
Choosing the LATER of 3 years vs original tenure — Section 74 requires the EARLIER.
Studying Section 75 (Damages for Fraud) — it is OUTSIDE the syllabus.
Forgetting Tribunal's power to grant extension — only NCLT can extend, not ROC.
Treating Rs. 1 crore as a fixed fine on the company — it is the MINIMUM; maximum is Rs. 10 crore.
Bare-Act text Section 74 · Companies Act, 2013 · click to expand
Section 74(1): Where in respect of any deposit accepted by a company before the commencement of this Act, the amount of such deposit or part thereof or any interest due thereon remains unpaid on such commencement or becomes due at any time thereafter, the company shall — (a) file, within a period of three months from such commencement or from the date on which such payments are due, with the Registrar a statement of all the deposits accepted by the company and sums remaining unpaid on such amount with the interest payable thereon along with the arrangements made for such repayment; and (b) repay within three years from such commencement or on or before expiry of the period for which the deposits were accepted, whichever is earlier. Section 74(2): The Tribunal may on application made by the company, after considering the financial condition of the company, the amount of deposit or part thereof and the interest payable thereon and such other matters, allow further time as considered reasonable to the company to repay the deposit. Section 74(3): If a company fails to repay the deposit or part thereof or any interest thereon within the time specified or such further time as may be allowed by the Tribunal, the company shall, in addition to the payment of the amount of deposit or part thereof and the interest due, be punishable with fine of minimum Rs. 1 crore up to Rs. 10 crore, and every officer of the company who is in default shall be punishable with imprisonment up to 7 years or fine of minimum Rs. 25 lakh up to Rs. 2 crore or both.