Ministry of Corporate Affairs through the Registrar of Companies, Ahmedabad passed an adjudication order under Section 454 of the Companies Act, 2013 against Beezaasan Explotech Limited and two directors for violation related to a rights issue under Section 62(1)(a) of the Companies Act. The company had approved issuance of 10,83,333 equity shares on a rights basis in March 2018 and kept the offer open from 17 April 2018 to 20 June 2018 after extending the period at the request of two promoter shareholders. The ROC observed that under the Companies Act and related rules, a rights issue cannot remain open for more than 30 days. Since the extension resulted in the offer remaining open beyond the permissible period, the company admitted non-compliance and filed an adjudication application. The ROC imposed penalties of ₹44,000 each on the company and the two directors and directed payment within 90 days.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Ahmedabad
Registrar Of Companies, ROC Bhavan, Opp Rupal Park Society, Behind Ankur Bus Stop, Naranpura, Ahmedabad, Gujarat,
India, 380013
Phone: 079-27438531
E-mail: roc.ahmedabad@mca.gov.in
Order ID: PO/ADJ/05-2026/AD/02098 | Dated: 05/05/2026
ORDER FOR ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 (‘THE ACT’) FOR VIOLATION OF SECTION 450 OF THE COMPANIES ACT, 2013.
A. Appointment of Adjudicating Officer:
Ministry of Corporate Affairs vide its Gazette notification number S.O. 831(E) dated 24/03/2015 appointed undersigned as Adjudicating Officer in exercise of the powers conferred by section 454 of the Companies Act, 2013 [herein after known as Act] read with Companies (Adjudication of Penalties) Rules, 2014 for adjudging penalties under the provisions of this Act.
B. Company details:
In the matter relating to BEEZAASAN EXPLOTECH LIMITED [herein after known as Company] bearing CIN U24111GJ2013PLC076499, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at 5TH FLOOR, 511,PRAMUKH TANGENT COMPLEX, SARGASAN CROSS ROAD, S.G. HIGHWAY, 5TH FLOOR, 511,PRAMUKH TANGENT COMPLEX, SARGASAN CROSS ROAD, S.G. HIGHWAY, NA GANDHINAGAR GANDHINAGAR GUJARAT INDIA 382421
Individual details:
In the matter relating to SUNILKUMAR RADHESHYAM SOMANI _______
In the matter relating to NAVNEETKUMAR RADHESHYAM SOMANI _______
C. Provisions of the Act:
If a company or any officer of a company or any other person contravenes any of the provisions of this Act or the rules made thereunder, or any condition, limitation or restriction subject to which any approval, sanction, consent, confirmation, recognition, direction or exemption in relation to any matter has been accorded, given or granted, and for which no penalty or punishment is provided elsewhere in this Act, the company and every officer of the company who is in default or such other person shall be 1[liable to a penalty of ten thousand rupees, and in case of continuing contravention, with a further penalty of one thousand rupees for each day after the first during which the contravention continues, subject to a maximum of two lakh rupees in case of a company and fifty thousand rupees in case of an officer who is in default or any other person]
D. Facts about the case:
1. Default committed by the officers in default/noticee – This office has been received physical application dated 16.12.2024 from BEEZAASAN EXPLOTECH LIMITED wherein the company has committed the violation of Section 62(1)(f) the companies Act, 2013. The company has also filed Adjudication application in GNL-1 bearing SRN N22236889 on 29.11.2024 and requested to Adjudicate the offense and impose the penalty as per the provisions of the Act. It is submitted in the application that the board of Directors at their meeting held on 19.03.2018 has approved proposed for issue of 10,83,333 equity shares of face value Rs. 10/- each at par on right basis to the existing shareholders. The offer letters were delivered to all the existing shareholders on 10th April, 2018 by hand delivery. The offer was made open for the period from 17th April 2018 to 16th May, 2018. Further on 16 May 2018 the company has received request from 02 promoter shareholders namely Mr. Sunil Kumar Radheshyam Somani and Mr. Navneet Radhshyam Somani to extend the offer period. Both of them being the major shareholders, the company has allowed the extension of offer period till 20th June, 2018. Based on receipt of subscription amount and application received from shareholders, the Board of Director has made allotment of 10,00,000 Equity Shares of Rs. 10/- each at its meeting held on 21st June 2018. E-Form PAS-3 was filed with the Office of Registrar of Companies, Gujarat on 28th June 2018 vide SRN G90897638. As stated earlier pursuant to the provisions of Section 62(1)(a) of the Companies Act,2013 and relevant rules framed thereunder, the maximum period for which Rights issue can remain open is 30 days whereas in their case, on account of extension of the offer period of Right Issue it remain opened for more than 30days so it is considered as non-compliance of the said provisions and rules framed thereunder.
2. The company and offices have admitted the default and requested to adjudicate the default
E. Order:
1. The company and offices have admitted the default. Accordingly, penalty imposed on company and officers as below:
2. The details of penalty imposed on the company, officers in default and others are shown in the table below:
| (A) | Name of person on whom penalty imposed (B) | Rectification of Default required (C) | Penalty Amount (D) | Additional Penalty (E) (*Per day of continuing default i.e. date of rectification of default less order issue date) | Maximum limit for Penalty (F) |
| 1 | BEEZAASAN EXPLOTECH LIMITED having CIN as U24111GJ2013P LC076499 | 44000 | 0 | 200000 | |
| 2 | SUNILKUMAR RADHESHYAM SOMANI having DIN as 01766897 | 44000 | 0 | 50000 | |
| 3 | NAVNEETKUMA R RADHESHYAM SOMANI having DIN as 01782793 | 44000 | 0 | 50000 |
3. The notified officers in default/noticee shall rectify the default mentioned above and pay the penalty, so applicable within 90 days of receipt of the order.
4. The notified officers in default/noticee shall pay the penalty amount via ‘e-Adjudication’ facility which can be accessed through the respective login IDs on the website of Ministry of Corporate Affairs and upload the copy of paid challan / SRN of e-filing (if applicable) on the ‘e-Adjudication’ portal itself. It is also directed that the penalty so imposed upon the officers in default shall be paid from their personal sources/income.
5. Appeal against this order may be filed in writing with the Regional Director, RD Ahmedabad within a period of sixty days from the date of receipt of this order, in Form ADJ setting for the grounds of appeal and shall be accompanied by a certified copy of this order [Section 454 (5) & 454 (6) of the Act, read with Companies (Adjudication of Penalties) Rules, 2014].
6. For penal consequences of non-payment of penalty within the prescribed time limit, please refer Section 454(8) of the Companies Act, 2013.
Keerthi Narayana,
Registrar of Companies
ROC Ahmedabad
