Section 147 — Punishment for contravention

(1) If any of the provisions of sections 139 to 146 (both
inclusive) is contravened, the company shall be punishable with fine which shall not be less than
twenty-five thousand rupees but which may extend to five lakh rupees and every officer of the compa ny
who is in default shall be punishable 1*** with fine which shall not be less than ten thousand rupees but
which may extend to 2[one lakh rupees].
(2) If an auditor of a company contravenes any of the provisions of section 139, section 143, section
144 o r section 145, the auditor shall be punishable with fine which shall not be less than twenty -five
thousand rupees but which may extend to five lakh rupees 3[or four times the remuneration of the auditor,
whichever is less]:
Provided that if an auditor has contravened such provisions knowingly or willfully with the intention
to deceive the company or its shareholders or creditors or tax authorities, he shall be punishable with
imprisonment for a term which may extend to one year 4[and with fine which shall n ot be less than fifty
thousand rupees but which may extend to twenty -five lakh rupees or eight times the remuneration of the
auditor, whichever is less].
(3) Where an auditor has been convicted under sub-section (2), he shall be liable to—
(i) refund the remuneration received by him to the company; and

1. The words “with imprisonment for a term which may extend to one year or” omitted by Act 29 of 2020, s. 31 (w.e.f. 21-12-
2020).
2. Subs. by s. 31, ibid., for “one lakh rupees, or with both” (w.e.f. 21-12-2020).
3. Ins. by Act 1 of 2018, s. 44 (w.e.f. 9-2-2018).
4. Subs. by Act 1 of 2018, s. 44, for “and with fine which shall not be less than one lakh rupees but which may extend to twenty-
five lakh rupees” (w.e.f. 9-2-2018).

(ii) pay for damages to the company, statutory bodies or authorities 1[or to members or creditors of
the company] for loss arising out of incorrect or misleading statements of particulars made in his audit
report.
(4) The Central Government shall, by notification, specify any statutory body or authority or an officer
for ensuring prompt payment of damages to the company or the persons under clause ( ii) of
sub-section (3) and such body, authority or officer shall after payment of damages to such company or
persons file a report with the Central Government in respect of making such damages in such manner as
may be specified in the said notification.
(5) Where, in case of audit of a company being conducted by an audit firm, it is proved that the partner
or partners of the audit firm has or have acted in a fraudulent manner or a betted or colluded in any fraud
by, or in relation to or by, the company or its directors or officers, the liability, whether civil or criminal as
provided in this Act or in any other law for the time being in force, for such act shall be of the partner or
partners concerned of the audit firm and of the firm jointly and severally.