Companies Act

Section 457 of the Companies Act, 2013: Non-Disclosure of Information in Certain Cases (2026 Guide) 

Companies Act, 2013

When there are financial irregularities or fraud in a company, many times employees, shareholders, or anyone else inform the authorities about it. But many do not want to complain for fear of revealing their identity. Section 457 of the Companies Act, 2013 plays an important role in dealing with this problem. 

This section provides legal protection against the disclosure of the source of information related to a specific investigation. So, the identity of the person providing information for the investigation cannot be easily disclosed. This guide discusses the meaning of Section 457, its relationship with Section 210, and important issues related to compliance in 2026. 

What is Section 457 of the Companies Act, 2013?  

Section 457 of the Companies Act, 2013 is titled “non-disclosure of information in certain cases.” This helps to keep the source of information related to a specific company investigation confidential. 

Under this section, the Registrar of Companies (ROC), government officers, and other persons cannot be compelled to disclose the source of certain information. This protection may be applicable before any court, tribunal, or other authority. 

However, this protection does not apply to all allegations. The information must have helped the Central Government to order an investigation under Section 210 or must be important or relevant to that investigation. 

The source of information is protected under this section. But every document or evidence connected with the investigation does not automatically become secret. 

Section 457 at a Glance 

Key element What it means 
Protected persons Registrar, government officers, and other persons 
Protection provided Non-disclosure of the source of qualifying information 
Authorities covered Courts, Tribunals, and other authorities 
Relevant investigation Investigation ordered under Section 210 
Legal effect Overrides conflicting provisions of other laws, subject to its scope 

How Does Section 457 Link to Section 210? 

Section 210 of the Companies Act, 2013 empowers the Central Government to order an investigation into the working of a company in certain circumstances. 

An investigation may be required based on a report by the Registrar or Inspector. The matter of investigation may also come to the fore if the company passes a special resolution. The Central Government can also take action if the investigation is required in the public interest. 

Section 457 is important. This section protects the source of information from disclosure where that information triggered the investigation or the source of information where it is important for the investigation. However, the protection of Section 457 does not apply merely because a complaint is filed with the ROC. The information must have a specific connection with the investigation under Section 210. 

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What Does Section 457 Protect? 

There is a certain limit to the protection of Section 457. Understanding this helps companies and compliance teams comply with the section. 

Key Protections 

●      Identification of the source of information: The person concerned cannot be compelled to disclose the source of information if certain conditions are met. 

●      Relation to investigation: This protection may apply if the information helps to initiate a Section 210 investigation or is important to the investigation. 

●      Effect on other laws: The section contains an overriding clause. Therefore, the protection of Section 457 may be applicable in the event of conflict with any other law. 

What Section 457 Does Not Automatically Protect? 

  •      Every document held by the authority. 
  •      All complaints filed with the ROC. 
  •      Disclosure of any irregularities under the Companies Act to every person in all circumstances. 
  •      Key information or evidence related to the investigation from being examined in court. 

So, Section 457 should not be seen as a rule to keep all information secret. Its main goal is to protect the identity of the source of information in specific investigations. 

Why Is Section 457 Important for Companies? 

Section 457 plays an important role in company investigations. It helps protect the identity of the source of information. Employees or anyone else feel more comfortable providing information about irregularities. The company authorities also must take the matter of the complaint seriously. 

Stakeholder Practical significance 
Employees and informants Helps protect the source of qualifying information from compelled disclosure 
Company management Must address allegations even if the source remains confidential 
Directors and compliance teams Need to preserve records and review possible violations 
Regulatory authorities Can investigate relevant information without automatically exposing its source 

Companies should verify the truth of the complaint instead of finding the source of the complaint. A suspected informant should not be threatened or retaliated against. Such behavior can increase the company’s legal problems and reputational damage. 

Section 457 in 2026: Key Compliance Takeaways 

Section 457 is important in company investigations in 2026 as well. However, to be protected by this section, the information must have a specific connection to the Section 210 investigation. 

A few important things to keep in mind when faced with an investigation: 

  • Preserve important emails, financial documents, contracts, and registers. 
  • Do not destroy or alter any evidence. 
  • Do not retaliate against a suspected whistleblower. 
  • Review the company’s internal complaint reporting system. 
  • Seek legal advice as necessary before responding to a notice or investigation from the authorities. 
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These steps can help a company deal with the investigation responsibly. 

How Can Enterslice Help with Compliance? 

When an investigation by the MCA or Registrar of Companies is initiated against a company, it is important to prepare the correct documents and respond in a timely manner. Enterslice can provide annual compliance assistance to companies. We help businesses organize the necessary documents and identify potential compliance deficiencies. 

Our Services: 

  • Notice Response: Assistance in preparing responses to MCA and ROC notices. 
  • Document Review: Verification of company records and compliance deficiencies. 
  • Investigation Support: Advice on preparing necessary documents and communicating with authorities. 
  • Whistleblower Policy: Assistance in developing and improving internal complaint reporting mechanisms. 
  • Compliance Advice: Guidance on improving corporate governance. 

Enterslice can be contacted if a company needs investigation or compliance assistance. 

Conclusion 

Section 457 of the Companies Act, 2013 helps to protect the identity of the source of information related to a specific investigation. However, this section does not protect all company documents or evidence. Its protection may apply only if the information is relevant to a Section 210 investigation. 

The company should verify the substance of the complaint, preserve the necessary documents, and maintain effective compliance mechanisms. Legal and compliance advice is also important to ensure you take the right steps during an investigation. Contact Enterslice for such assistance. 

Frequently Asked Questions

  1. 1. What Is Section 457 of the Companies Act, 2013? 

    Section 457 of the Companies Act, 2013 protects the identity of the source of information related to a particular investigation. Under this section, the registrar, a government officer, or any other person cannot be compelled to disclose that source. However, the information must be related to an investigation under Section 210. This section does not keep all documents or evidence secret. Its main purpose is to protect the identity of the informant. 

  2. 2. Can a Court Order the Registrar to Reveal an Informant? 

    Generally, a court, tribunal, or other authority cannot compel the Registrar to disclose the source of information when Section 457 applies. This section contains an overriding clause. It is important in case of conflict with other laws. However, this protection does not apply to all allegations. The information must be related to an investigation under Section 210 and must satisfy the conditions prescribed by the law. 

  3. 3. Which Investigations Are Covered Under Section 457? 

    Section 457 applies to information that has helped the Central Government to order an investigation under Section 210. Sources of information that are important or relevant to the investigation may also be protected. However, this section does not apply to every complaint or general filing issue submitted to the ROC. The most important thing is that the information has a connection with the Section 210 investigation.

  4. 4. Does Section 457 Protect All Documents Submitted to Authorities? 

    No, Section 457 does not protect all documents submitted to the authorities. This section helps to protect the identity of the source of information related to a particular investigation. The authorities can examine documents, emails, or other evidence as required by law for the investigation. Therefore, keeping the identity of the informant confidential and keeping all evidence of the investigation confidential are not the same. 

  5. 5. Who Is Protected Under Section 457? 

    Section 457 refers to the Registrar, government officials, and other persons. This section is not limited to the original informant. A person who knows the source of information cannot be compelled to disclose it in certain circumstances. However, to be eligible for this protection, the information must be relevant to a Section 210 investigation. The circumstances of the protection will apply depending on the specific facts and circumstances. 

  6. 6. Is Section 457 a General Whistleblower Protection Law? 

    No, Section 457 is not a general whistleblower protection law. It primarily protects the source of information related to a Section 210 investigation from being disclosed. On the other hand, a company's own whistleblower policy or vigil mechanism provides an opportunity to report a complaint. Therefore, it is not correct to assume that a person's identity will remain confidential under Section 457 just because he reports irregularities in the company. The specific conditions of the section must be met. 

  7. 7. How Is Section 457 Different from Section 177? 

    Section 457 and Section 177 work differently. Section 457 protects the identity of the source of information related to a specific government investigation. On the other hand, under Section 177, listed companies and certain designated companies are required to maintain a vigilance mechanism. Through this, employees and other concerned persons can report irregularities. Both sections help in corporate governance, but their purpose and application are not the same. 

  8. 8. What Should a Company Do After Learning About an Investigation? 

    When an investigation is initiated against a company, relevant documents should be preserved first. These may include financial records, emails, contracts, and company registers. Then, the allegations should be verified and potential compliance deficiencies identified. Legal advice should be sought if necessary, and the authorities should be cooperated with as per law. No employee should be pressured or retaliated against based on suspicion. 

  9. 9. Can a Company Identify the Person Who Filed a Complaint? 

    If Section 457 is applicable, a company generally cannot compel the Registrar or other authorities, through a court or other authority, to disclose the source of information. This section protects the identity of sources associated with a specific investigation. However, not all complaints are automatically confidential. The company should verify the substance of the complaint and follow the legal procedure. It is important to avoid pressuring or taking inappropriate action to find a whistleblower. 

  10. 10. How Can Enterslice Help with Section 457 Compliance? 

    Enterslice can assist companies with corporate compliance reviews, responding to regulatory notices, and preparing documents related to investigations. We can advise on improving the company's internal complaint reporting system. We also help companies to identify compliance deficiencies and take necessary action. The appropriate service will depend on the company's circumstances and needs. 

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