The Registrar of Companies (ROC), Bangalore, imposed penalties under Section 454 of the Companies Act, 2013, for violation of Section 10A(1)(a) relating to commencement of business without filing the mandatory declaration in e-Form INC-20A. The company admitted through a suo motu application that it had commenced business activities on 10 November 2022 but filed Form INC-20A only on 8 May 2023, resulting in a continuing default of 179 days. The company and its officers submitted that the delay occurred inadvertently due to lack of knowledge and without any mala fide intent. Since they opted against an e-hearing, the adjudication was based on the application, notices, and replies on record. ROC held that the contravention attracted penalties under Section 10A(2). As the company did not qualify as a Small Company under Section 2(85), the benefit of reduced penalties under Section 446B was denied. Consequently, the company was penalized ₹50,000, while each defaulting officer was penalized ₹1,00,000.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Bangalore
Registrar Of Companies, ‘E’ Wing, 2nd Floor, Kendriya Sadana, Kormangala, Bangalore, Karnataka, India, 560034
Phone: 080-25633105,080-25537449
E-mail: roc.bangalore@mca.gov.in
Order ID: PO/ADJ/06-2026/BL/02284 | Dated: 11/06/2026
ORDER FOR ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 (‘THE ACT’) FOR VIOLATION OF SECTION 10A(2) 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 METROPOLIS TECHNOLOGIES INDIA PRIVATE LIMITED [herein after known as Company] bearing CIN U74999KA2022FTC167770, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at 12TH FLOOR, AWFIS, SUMMIT B, BRIGADE METROPOLIS, ITPL MAIN RD, GARUDACHARPALYA MAHADEVAPURA BANGALORE NORTH BANGALORE KARNATAKA INDIA 560048
Individual details:
In the matter relating to ABHISHEK SHARMA _________
In the matter relating to RITU VIG _________
In the matter relating to KRISTOPHER HAL ROY _________
C. Provisions of the Act:
If any default is made in complying with the requirements of this section, the company shall be liable to a penalty of fifty thousand rupees and every officer who is in default shall be liable to a penalty of one thousand rupees for each day during which such default continues but not exceeding an amount of one lakh rupees
D. Facts about the case:
1. Default committed by the officers in default/noticee – The company has filed a suo-motu application admitting noncompliance of section 10A(1)(a) of the Act. As per section 10A(1)(a) of the Act, the company was required to file e-form INC-20A before commencement of business. However, as per application, the company commenced its business on 10.11.2022 while the eform INC-20A is filed belatedly on 08.05.2023. Thereby violating the provisions of section 10A of Act for a duration of 179 days i.e. from 10.11.2022 to 07.05.2023.
2. The company and officers in default have not asked for a e-hearing and same was not provided. The order is issued based on the application, notice for adjudication and replies received.
E. Order:
1. The company has filed a suo-motu application admitting non-compliance of section 10A(1)(a) of the Act. As per section 10A(1)(a) of the Act, the company was required to file e-form INC-20A before commencement of business. However, as per application, the company commenced its business on 10.11.2022 while the eform INC-20A is filed belatedly on 08.05.2023. Thereby violating the provisions of section 10A of Act for a duration of 179 days i.e. from 10.11.2022 to 07.05.2023.
Pursuant to the adjudication application filed by the company, show cause notice dated 22.04.2026 was issued to the company and its officers in default through e-Adjudication module and through speed post on 24.04.2026. The Company and Officer in default have submitted reply on the e-Adjudication portal on 06.05.2026 stating, inter alia, that ? the default occurred inadvertently and unintentionally due to lack of knowledge and there was no malafide intention to contravene the provisions of the Act.
Further, the company and its officers in default have opted for no e-hearing in the matter and hence, the same has not been provided. This order is issued based on the application, notice for adjudication, and the replies received.
It is seen from records that the company does not fall under the definition of small company as per the provisions of section 2(85) of the Companies Act, 2013. Therefore, the provision of imposing lesser penalty as per the section 446B of the Act shall not be applicable in the case.
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 | METROPOLIS TECHNOLOGIES INDIA PRIVATE LIMITED having CIN as U74999KA2022F TC167770 | 50000 | 0 | 50000 | |
| 2 | ABHISHEK SHARMA having DIN as 05177791 | 100000 | 0 | 100000 | |
| 3 | RITU VIG having DIN as 09786759 | 100000 | 0 | 100000 | |
| 4 | KRISTOPHER HAL ROY having DIN as 09786760 | 100000 | 0 | 100000 |
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 Bangalore 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.
null,
Registrar of Companies
ROC Bangalore
