Registrar of Companies, Gujarat issued a letter to the company but the letter returned back to this office with postal remark ‘In Complete.’ However, the address was mentioned as per master data of the company.
Whereas, in view of the above, it is noticed that the company has not maintained its registered office of the company. Thereby the company and its offices in default have violated the provisions of section 12(1) of the Companies Act, 2013. The company and its officers in default are liable for penal action under section 12(8) of the Companies Act, 2013.
Whereas, as per section 12(8) of the Companies Act, 2013, if any default is made in complying with the requirements of this section, the company and every officer who is in default shall be liable to a penalty of one thousand rupees for every day during which the default continues but not exceeding one lakh rupees.
In view of the above ROC impose a penalty on company and its Directors/officer in default of Rs. 8 Lakh for violation of section 12(1) of Companies Act, 2013 and the matter stand disposed off.
BEFORE THE ADJUDICATING OFFICER
REGISTRAR OF COMPANIES, GUJARAT, DADRA & NAGAR HAVELI
Order No. ROC-Guj/Astha Int./Adj. Order/Sec. 12(1)/2022/7412 Date: 14/02/2023
EX-PARTE ORDER FOR PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 READ WITH COMPANIES (ADJUDICATION OF PENALTIES) RULES, 2014 FOR VIOLATION OF SECTION 12(1) OF THE COMPANIES ACT, 2013.
IN THE MATTER OF M/S. ASTHA INTERNATIONAL LIMITED
(U15400GJ2009PLC057233)
PRESENT:
1. Shri R.C, Mishra (ROC) Adjudicating Officer
2. Ankita Lahoty (DROC), Presenting Officer
3. Shri Niranjan Lal Yadav, Junior Technical Assistant
Company/Officers/Directors/KMP/Authorized Representative: Absent.
Appointment of Adjudication Authority: –
1. The Ministry of Corporate Affairs vide its Gazette Notification No. A-42011/112/2014-Ad.II dated 24.03.2015 has appointed the undersigned as Adjudicating Officer in exercise of the powers conferred under section 454 of the Companies Act, 2013 (hereinafter known as Act) read with Companies (Adjudication of Penalties) Rules, 2014 (Notification No. GSR 254(E) dated 31.03.2014) for adjudging penalties under the provisions of Act.
Company:
2. WHEREAS, M/s. ASTHA INTERNATIONAL LIMITED (herein after referred to as “the Company”) is a Company registered under the provisions of the Companies Act, 1956/2013 in the State of Gujarat, having CIN(U15400GJ2009PLC057233) and presently having its registered office situated at 225-232 Sardar Market Commercial Complex, APMC, Kadodara Road,Surat, Gujarat, 395010, India..
Fact of the case:
3. Whereas, as per Section 12(1) of the Companies Act, 2013, a company shall, on and form the fifteenth day of its incorporation and at all times thereafter should have a registered office capable of receiving and acknowledging all communications and notices as may be addressed to it.
4. Whereas, the office of Registrar of Companies, Gujarat had issued a letter to the company vide letter No. ROC-GJ/Compl. 100068762/2022/4805 dated 22.09.2022 but the letter returned back to this office with postal remark “In Complete.” However, the address was mentioned as per master data of the company.
5. Whereas, in view of the above, it is noticed that the company has not maintained its registered office of the company. Thereby the company and its offices in default have violated the provisions of section 12(1) of the Companies Act, 2013. The company and its officers in default are liable for penal action under section 12(8) of the Companies Act, 2013.
6. Whereas, as per section 12(8) of the Companies Act, 2013, if any default is made in complying with the requirements of this section, the company and every officer who is in default shall be liable to a penalty of one thousand rupees for every day during which the default continues but not exceeding one lakh rupees.
Show Cause Notice, reply and personal bearing:-
7. Whereas, the office of the undersigned issued adjudication notice under section 454 of the Companies Act, 2013 for violation of section 12(1) of the Companies Act, 2013 to the Company and its officers in default on 16.12.2022 with direction to show cause within 15 days why penalty should not be imposed for violation of section 12(1) of the Companies Act, by the adjudicating authority. However, no reply received from the company.
8. In response to the adjudication notice dated 16.12.2022 issued by the undersigned, neither the company and its directors have replied to this office hence Ex-parte order is passed.
ORDER:
9. While adjudging quantum of penalty under section 12(1) of the Companies Act, 2013, the Adjudication Officer shall have due regard to the following factors, namely:
(a) The amount of disproportionate gain or unfair advantage, whenever quantifiable, made as a result of default.
(b) The amount of loss caused to an investor or group of investors as a result of the default.
(c) The repetitive nature of default.
10. With regard to the above factors to be considered while determining the quantum of penalty, it is noted that the disproportionate gain or unfair advantage made by the notice or loss caused to the investor as a result of the delay on the part of the notice to redress the investor grievance are not available on the record. Further, it may also be added that it is difficult to quantify the unfair advantage made by the notice or the loss caused to the investors in a default of this nature.
11. Having considered the facts and circumstances of the case and after taking into accounts the factors above, the undersigned has reasonable cause to believe that the company and its officers have failed to deposit the penalty for violation of section 12(1) of the Companies Act, 2013. I hereby impose a penalty on company and its Directors/officer in default as per Table below for violation of section 12(1) of the Companies Act, 2013 and the matter stand disposed off.
Penalty for Company to be paid Rs. 1,00,000/-
Penalty for Officers in default to be paid:
1. CHAUHAN CHANDRASINH SHIVAJI : 1,00,000/
2. SANTOSH KISAN SAPKALE : 1,00,000/
3. ASHISH DINESHKUMAR NAGWANSHI: 1,00,000/
4. SHIVAJIBHAI MANGABHAI PARDHEE: 1,00,000/
5. PRADIP CHINTAMAN PANPATIL: 1,00,000/
6. HIRALAL SHANKER BHALERAO: 1,00,000/
7. ALPESH BABUBHAI SAVALIA: 1,00,000/
12. The noticee shall pay the amount of penalty individually for the company and its directors (out of own pocked) by way of form No. INC-28 of e-payment (available on Ministry Website mac.gov.in) under “Pay miscellaneous fees” category in MCA fee and payment Service within 90 (ninety) days of this order and the Challan/SRN generated after payment of penalty through online mode shall be forwarded to this office along with the copy of form No. INC-28.
13. Appeal if any, against this order may be filed in writing with the Regional Director, North Western Regional, Ministry of Corporate Affairs, ROC Bhavan, Opp. Rupal Park, Nr. Ankur Bus stand, Naranpura, Ahmedabad (Gujarat) 380 013 within a period of sixty days from the date of receipt of this order, in Form ADJ setting forth the grounds of appeal and shall be accompanied by the certified copy of this order. (Section 454 of the Companies Act, 2013 read with the Companies (Adjudicating of Penalties) Rules, 2014 as amended by Companies (Adjudication of Penalties) Amendment Rules, 2019).
14. Please note that as per the provisions of section 454(8)(i) of the Companies Act, 2013, where company does not pay the penalty imposed by the Adjudication officer or the Regional Director within a period of Ninety days (90 days) from the date of the receipt of the copy or order, the company shall be punishable with fine which shall not be less than twenty-five thousand rupees but which may extend to five lakhs rupees. Further as per section 454(8) (ii) of the Companies Act, 2013, where an officer of a company who is in default does not pay the penalty within a period of Ninety days (90 days) from the date of receipt of the copy of the order, such officers shall be punishable with imprisonment which may extend to six months or with fine which shall not be less than twenty-five thousand rupees but which may extend to one lakh rupees, or with both.
15. Your attention is also invited to section 454(8) of the Companies Act, 2013 in the event of non-compliance of this order which provides that in case of default in payment of penalty, prosecution will be filed u/s. 454(8)(ii) of the Companies Act, 2013 at your own costs without any further notice.
The adjudication notice stands disposed of with this order.
(R.C. MISHRA) ICLS
Adjudicating officer,
Registrar of Companies,
Gujarat, Dadra and Nagar Haveli.
Signed this day of Fab, 2023.
( R. C. MIS A) ICLS
Adjudicating officer,
Registrar of Companies,
Gujarat, Dadra and Nagar Haveli.
