The Registrar of Companies, Haryana, passed an adjudication order under Section 454 of the Companies Act, 2013 imposing penalties under Section 450 for non-filing of Form-32 relating to the appointment of the Managing Director. The company stated that it had appointed Mr. Navneet Singh as Managing Director on 25.10.1993, but Form-32 was not filed with the Registrar, constituting a contravention of Section 269 of the Companies Act, 1956. The default continued until 30.06.2026, with the corresponding provision under the Companies Act, 2013 being Section 196. The order records that Section 450 became a civil penalty provision with effect from 21.12.2020, and the penalty was calculated for the period from 21.12.2020 to 30.06.2026. The company submitted that DIR-12/Form-32 could not be filed because the designation of the Managing Director was already reflected on the MCA portal and filed DIR-12 through e-Form GNL-1 on 03.07.2026 to rectify the default. The company and the Managing Director admitted the default. Penalties of ₹2,00,000 were imposed on the company and ₹50,000 on the Managing Director, with directions to rectify the default and pay the penalties within 90 days.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Haryana
3rd Floor, Corporate Bhawan, Plot No.4-B, Sector 27-B, Chandigarh, Haryana, India, 160019
Phone: 011-26235703
E-mail: roc.haryana@mca.gov.in
Order ID: PO/ADJ/07-2026/HR/02542 Dated: 16/07/2026
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. 698(E) dated 10/02/2026 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 YOGIJI DIGI LIMITED [herein after known as Company] bearing CIN U74899HR1993PLC032121, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at PLOT NO-148, SECTOR -58 BALLABGARH BALLABGARH FARIDABAD HARYANA INDIA 121004
Individual details:
In the matter relating to NAVNEET SINGH————-
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 – The company had appointed to Mr. Navneet Singh as the Managing Director of the Company in its meeting held on 25.10.1993 however, the Form-32 in this regard has not been submitted with ROC thereby contravention of section 269 of Companies Act 1956. The default continued till 30.06.2026. and the corresponding section for said default is Section 196 of the Companies Act, 2013. The penal provision for this is given at section 450 of the Companies Act, 2013.
As per Act, Adjudication can be done only under the Companies Act 2013. The section 196 was came into force w.e.f 01.04.2014. Their corresponding penalty provisions are provided under section 450 of the Act which also came into force w.e.f 01.04.2014. At that time, the provisions of section 450 were criminal wrong which were substituted by the Companies (Amendment) Act, 2020 and the provisions of section 450 was made civil wrong w.e.f 21.12.2020. Hence penalty has been calculated w.e.f. 21.12.2020 to 30.06.2026.
2. The Company and Managing Director vide its reply dated 03.07.2026, admitted that the violation occurred inadvertently and requested to proceed with the adjudication of the matter, determine the applicable penalty in accordance with the provisions of the Companies Act, 2013, and issue the adjudication order. He has also undertaken to fully comply with the adjudication order and remit the penalty, if imposed, within the prescribed time. Further he has not preferred a hearing, hence no e-hearing was conducted.
E. Order:
1. The company had appointed Mr. Navneet Singh as the Managing Director of the Company in its meeting held on 25.10.1993 however, the Form-32 in this regard has not been submitted with ROC thereby contravention of section 269 of Companies Act 1956. The default continued till 30.06.2026. and the corresponding section for said default is Section 196 of the Companies Act, 2013. The penal provision for this is given at section 450 of the Companies Act, 2013.
As per Act, Adjudication can be done only under the Companies Act 2013. The section 196 has come into force w.e.f 01.04.2014. Their corresponding penalty provisions are provided under section 450 of the Act which also came into force w.e.f 01.04.2014. At that time, the provisions of section 450 were criminal wrong which were substituted by the Companies (Amendment) Act, 2020 and the provisions of section 450 was made civil wrong w.e.f 21.12.2020. Hence the offence has been adjudicated for the period 21.12.2020 to 30.06.2026 and Adjudication Notice has been issued for said period.
Further, the applicant has submitted that the e-form DIR-12/Form-32 which is required to be filed for making the default good could not be filed as the designation of the Mr Navneet Singh is already shown on the portal as ‘Managing Director’. Hence the Company has filed DIR-12 in e-form GNL-1 vide SRN: AC4305756 on 03-07-2026 to make the default good.
In reply to the Show Cause Notice, the Company and Managing Director of the Company have admitted the default. Therefore the Company and Managing Director are liable for penalty as prescribed under section 450 of the Companies Act, 2013 and penalty has been levied accordingly.
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 | YOGIJI DIGI LIMITED having CIN as U74899HR1993P LC032121 | Yes | 200000 | 0 | 200000 |
| 2 | NAVNEET SINGH having DIN as 00468898 | Yes | 50000 | 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 Chandigarh 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.
Sanjaya verma,
Registrar of Companies
ROC Haryana
