ROC Chhattisgarh imposed penalties on a company and its directors for failing to file the annual return for FY 2023-24 within the prescribed period, under Section 92(5) of the Companies Act, 2013.
The Registrar of Companies (ROC) Chhattisgarh issued an adjudication order against VSG Power and Ispat Private Limited and its two directors for a violation of the Companies Act, 2013, relating to the non-filing of statutory documents. The company committed a default by failing to file its Annual Return (e-form MGT-7) for the Financial Year 2023-24 with the Registrar, a non-compliance that attracts penalties under Section 92(5). Although the company submitted a reply citing unavoidable reasons and difficulties with the MCA V3 portal launch, the ROC found this explanation untenable as the return had still not been filed as of the order date. The company and the officers in default also failed to appear for a scheduled e-hearing, despite being granted the opportunity. Consequently, the ROC imposed a penalty of ₹2,02,000 on the company and ₹2,02,000 each on the two directors, Mr. Vaibhav Agrawal and Mr. Harshit Agrawal, leading to a total penalty of ₹6,06,000. All penalized parties are directed to pay the penalty and rectify the default within 90 days.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Chhattisgarh
ROC-cum-Official Liquidator, 1st Floor, Late Shri Ashok Pingley Bhawan of Municipal Corporation, Nehru Chowk, Bilaspur, Chhattisgarh, India, 495001
Phone: (07752)-250092(D),250094, E-mail: roc.bilaspur@mca.gov.in
Order ID: PO/ADJ/09-2025/BP/00710 Dated: 30/09/2025
ORDER FOR ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 (‘THE ACT’) FOR VIOLATION OF SECTION 92(5) 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 VSG POWER AND ISPAT PRIVATE LIMITED [herein after known as Company] bearing CIN U04010CT2006PTC018262, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at SHOP NO-304, 3RD FLOOR, GORE PARISAR CIVIL LINE NA RAIPUR Raipur Chattisgarh India 492001
Individual details:
In the matter relating to VAIBHAV AGRAWAL [herein after known as individual] having DIN 01443519 and having its address at F-2, ANUPAM NAGAR BEHIND T.V. TOWER RAIPUR Chattisgarh India 492001
In the matter relating to HARSHIT AGRAWAL [herein after known as individual] having DIN 05109237 and having its address at HOUSE NO.10, SAHAKARI MARG 3, CHOUBEY COLONY RAIPUR Raipur Chattisgarh India 492001
C. Provisions of the Act:
If any company fails to file its annual return under sub-section (4), before the expiry of the period specified therein, such company and its every officer who is in default shall be liable to a penalty of ten thousand rupees and in case of continuing failure, with further penalty of one hundred rupees for each day during which such failure 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.
D. Facts about the case:
1. Default committed by the officers in default/noticee – It has been observed from the records available with this office that the company has defaulted in filing its annual return for the financial year 2023-24 with the registrar within the prescribed period till date and thus makes default in complying with the provisions of section 92(4) of the Companies Act, 2013 which attracts penal provisions of Section 92(5) of the Companies Act, 2013.
2. In response to the Show Cause Notice, replies were received from the Company, duly signed by Mr. Vaibhav Agrawal, Director of the Company, and officers in default namely Mr. Harshit Agrawal & Mr. Vaibhav Agrawal. In the reply, it was submitted that due to unavoidable reasons the Company was not able to file the Annual Return for the Financial Year 202324 within the prescribed period. Accordingly, to ensure an opportunity of being heard and on the request of the company, an e-hearing was scheduled on 22/07/2025. However, none appeared for the Company and its officers in default on the date so fixed, despite providing them reasonable opportunities of being heard. Hence as per Rule 3 (11) of Companies (Adjudication of Penalties) Rules 2014, the matter is being proceeded with, in the absence of such persons.
E. Order:
1. In response to the Show Cause Notice, it was submitted that due to unavoidable reasons the Company was not able to file Annual Return for the Financial Year 2023-24 within the prescribed period. The Company is in the process of filing the same. It was further submitted that the company was not able to avail the services for Annual Filing forms either on MCA V2 Portal or on MCA V3 portal from 18th June, 2025 till 14th July, 2025 in view of launch of final set of 38 Company Forms including 13 Annual filing forms and assured that as soon as the Annual Filing forms get launched on MCA V3 portal, the company will be proceeding with filing of the Annual Return for the Financial Year 2023-24 with the concerned Registrar of Companies. However, as per MCA records available with this office, the company has not filed its Annual Return for the F.Y. 2023-24 till date, therefore, averment made by the company is not tenable. Hence, based on the submissions made and facts of the case, it is evident that the Company and its officers in default failed to comply with the provisions of Section 92(4) of the Companies Act, 2013. Accordingly, they are liable for penal action under the Companies Act, 2013.
Therefore, I am imposing penalty as prescribed under section 92(5) of the Companies Act, 2013 on the company and its officers in default for the aforementioned non-compliance.
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 | VSG POWER AND ISPAT PRIVATE LIMITED having CIN as U04010CT2006P TC018262 | 20200 | 0 | 200000 | |
| 2 | VAIBHAV AGRAWAL having DIN as 01443519 |
20200 | 0 | 50000 | |
| 3 | HARSHIT AGRAWAL having DIN as 05109237 |
20200 | 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.
Sitaram Gupta,
Registrar of Companies
ROC Chhattisgarh
